The Wayfarers
by TheInnerScience
Summary: As a cheeky brawler, a loving changeling, a mysterious drifter, and other sordid characters seek better lives in an ever changing Equestria, they not only discovery the hearts of those around them growing darker, but that unseen forces are slowly working to destroy Equestria's paper-thin peace. The search for "the good life" could very well become a catalyst for all of Equestria.
1. Chapter 1: Wanderlust

The life of a rugged traveler is never easy. Each landscape that they pass through can offer the most difficult of situations. And while Alabaster and his partner, Little Whisper, have been through the thick-and-thin of most of them, the desert near Dodge Junction offered a unique kind of punishment on their trip from the east coast. With its blistering heat that slowed them down to little more than a trudge, the environment was hellishly unforgiving. Dehydration was more than just a risk at this point of their journey, it was an almost certainty. Their canteens, that good old friend of any adventurer, had been left by mistake on the ship they sailed in on.

"Are… we... there… yet?" Alabaster groaned. He was drenched in enough sweat to turn his pale coat into a shade of grey.

His companion, putting on a sweet smile, said genially, "Don't worry, Al. That town is only an hour or so away. Heck, you can already see it from here!"

Sure enough, off in the horizon was the heat blurred, unfocused, and dark silhouette of a small western town. Sadly though, it was unbeknownst to them that it was actually three hours away. By the time they cross the little cow pasture that lay on the outskirts of the town, Alabaster's knees would be almost knocking together and an unbarring pain would be pounding away in his head. _Well, isn't dehydration fun,_ Alabaster thought with bitter amusement.

He gave his friendly earth pony companion a quick glance. While the small smile was one that Alabaster has seen too many times to count, it did not come as a surprise for him to see his friend's dark blue coat and white braided mane completely free of perspiration. Oh how it bothered Alabaster so.

It wasn't the unrelenting optimism that bugged him, but the fact that nothing seemed to faze her. Not the humid jungles with flesh eating flies, not the tropical storm that almost sank their boat, and not even the miles of wear and tear they were putting on their hooves. Instead, she hummed through the heavy humidity, made friends with the flies, and practically had a ball on the swaying ship, as if it were a rollercoaster. But he figured that was just Little Whisper.

"I can see it just fine," Alabaster grumbled, "But the damn place is further than it looks, I just know it…" Feeling that old twinge of temper rising up, he hung his head and gritted his teeth.

"You say it's an hour away, but we both now you're just being optimistic... Sheesh! At this rate, I'm gonna have some fierce arthritis when I get older. The pony body was only meant to take so much, damn it!" Little Whisper couldn't help but to chuckle.

"You're too young to be talking like that," she said, nuzzling his shoulder. "Besides, I thought you were built like a tank!" Alabaster grinned, marking the first time he showed any other emotion besides aggravation since they first set out across the countryside. Even though it did seem sly and somewhat competitive, it was a smile all the same. To Little Whisper, that's all that mattered.

"Oh, you know I am," he boasted along with a nuzzle of his own. "No doubt about it! … but sometimes even a tanks wear down, little missy."

"That's true, I guess."

Little Whisper's smile lingered for a moment longer before it disappeared. She glanced into the empty landscape around them, biting her lower lip and contemplating a way of bringing up an idea to Alabaster without possibly agitating him. Then, like a hollow log floating to the surface of a lake, her kind smile rose back across her lips.

"You know, the rest of this trip doesn't have to take a couple of hours, Al. If you would let me-"

"No." Alabaster stopped dead in his tracks. He had been anticipating for her to bring the subject up for quite awhile, but hoped that she wouldn't.

Little Whisper felt her stomach lurch when she saw that his gaze had darkened. She never liked making anyone upset. Especially if that someone was Alabaster. Before Whisper could even open her mouth to plead with him, she was quickly cut off yet again.

"I said no, Whisper," He growled. "I know it looks pretty barren out here, but what if some cowpoke on a long drive was to see you… change? That not out of the realm of possibility, you know? We are in cattle country. Don't you remember the stories? What we were told they do to your kind around here? We just can't take the risk."

Whisper would have been fine dropping the subject, but she saw how the beads of sweat poured from Alabaster's brow in a steady stream. The pale pegasis could handle much of anything nature had to throw at him, but that was back in the Dragonlands. Here, in the southern reaches of Equestria, the heat seemed different than their homeland. It seemed... almost alive. Whisper thought the idea was silly, but she could see the demanding toll the scorching, arid heat took on her friend. It was as if the desert was trying to strangle him.

"Al, just think about it a moment, okay? I… I can change and we can fly high enough to-"

"Damn it, Wisp, I said no!"

It was only when his voice cracked that Alabaster realized he was yelling. Although Little Whisper looked at him in an amiable manner, he could not help but see a slight sliver of hurt in her shivering, violet eyes. _Great job, idiot,_ he thought to himself.

"Believe me when I say that it's for the best, Wisp," He said quickly. "I know you're concerned about me, I can see it in the way you keep glancing over every few minutes or so, but I assure if that if the stupid shit I've pulled before hasn't killed, than this little scorcher we're in won't either."

It was the closest thing to an apology he could muster without revealing the cold stab of guilt in his gut. Little Whisper simply gave a short nod, her smile appearing weaken and strain a bit. _Well, shit the bed.… that's going to haunt me for a bit._

As they resumed their push west, Alabaster began to feel his emotions weigh down upon him a bit heavier than usual. Although Little Whisper carried on by his side with a rather sulky expression, it wasn't long before the shadow over her face lifted and she was looking out at the world with wide-eyed fascination again. She would even hum a little tune now and then. It was one he knew well, though had never heard it from anyone else but her. Soon the tension dissipated like a wisp of smoke on cool, autumn breeze, and everything felt just about the way it was before his outburst.

And Alabaster was completely fine with that.

* * *

As the sun made its final plunge towards the horizon, the ponies clogging the arteries of Dodge Junction moved with all the enthusiasm and haste of slugs. Their jagged breaths, weak legs, and mopping wet brows were clear signs of a hard day's labor. Most of these ponies would either flee to the cool comforts of their homes, or, if they were feeling a bit parched, to the local salon.

By the City Hall, a flustered mare with a lemon colored mane and peach coat came strolling up to the side of a grey stallion who was eyeballing the batwing doors of said saloon lustfully. As she pushed back the brim of her hat, she waited for the buck to at least acknowledge her. After he failed to do so, the mare cleared her throat. The stallion awoke from his daze with a start, his glazed eyes twitching one way and then the other. It was as if he had gotten drunk from just looking at the saloon.

"Didn't ya tell that pretty wife of yer's that you'd steer clear of that place," the mare asked, smiling deviously. "Because I hope that habit isn't calling ya back now. You wouldn't want it to make a liar out of ya, riiight?" Her drawl seemed to extend that last 'right', allowing her to taste it properly. The stallion's eyes seemed to sober as they focused on the mare. After a moment's consideration, he returned her smile timidly.

"Oh, hehe… Hey Dusty. Yeah, guess I just got to thinkin' about how nice and cool it must be in there. Thought maybe I'd pop in for a second, just to… you know, sit and say 'hello'." Dusty gave him a sharp poke with her hoof, making him wince away from her.

"Well, if ya' wanta' get cool then just go home! There's no need to tempt yourself." The stallion pondered on her words for a moment before giving a slight nod of agreement.

"Welp, I guess you're right. I mean, the way ponies gab in this town, somepony would probably start runnin' their mouth, talkin' as if I went in there to get hammered. Thanks, Dusty." Dusty nodded and was about to say something else when a scream that seemed to roll like a thunderclap ripped the dead air from her mouth.

"Thank the motherly stars, I'm going to live!"

Everyone in the streets froze where they stood, petrified with fear and confusion. A couple of pony heads peeked cautiously from the windows above the main street, their large eyes silently speaking the fears that no one else dared to mutter. After a few moments, the grey stallion standing next to Dusty managed to be the first to work back his courage.

"Um… Did that sound like it come from near your farm, Dusty?" he asked, barely above a whisper. Dusty's ears immediately fell flat against her skull as she glanced tentatively around. Some part of her was almost afraid that she would see a deranged pony stumbling down the street, glaring at them with a rage reserved for only raving lunatics.

"I reckon it d-did, didn't it? G-guess I need to g-go check on my cattle... make sure they're ok," she stuttered. Dusty then dashed off, leaving a trail of swirling dust in her wake. The stallion could only stare after her.

* * *

Little Whisper raised an eyebrow as she watched her friend delight himself. Alabaster stood on his hind legs and was neck deep in the cool waters of a metal trough. It would be quite some time before he reemerged.

"Don't you think this is a little unethical?" Whisper asked in a raised voice. The thickheaded stallion was already hard of hearing without having his head submerging beneath gallons of water. Without warning, Alabaster's head came rearing up and out of the water with a dramatic _sploosh_. Whisper recoiled a few paces back, trying to avoid the light shower flung her way. Afterwards, the only response she received from Alabaster was a deafening belch.

"Holy hell!" Alabaster exclaimed, brushing back his ashy mane, "That was _exactly_ what the doctor ordered!" When Whisper was confident that the threat of getting wet had passed, she approached him once more.

"Hey, Al," she said cautiously, "Can we please leave now?"

"What, are you crazy?" HE beamed at her with manic joy. "I think I could drink another gallon, maybe two!" A hint of color started to burn on Whisper's cheeks.

"That's nice and all, but you do realize that we are trespassing, right?" Alabaster just shrugged and readied himself for another dive into the trough.

"Alright…" Whisper sighed. "Do you also know you're drinking water from a cow trough?" Alabaster froze, his brow furrowing.

"What the hell?" Alabaster exclaimed as he finally noticed the two dozen cows gathered around him, all of them glaring daggers at the two miscreants. _How could I have missed that?_

"Welp," Alabaster concluded, wiping his muzzle, "Guess that explains the smell."

"Excuse me..." A particularly sassy speckled cow strolled up to the two, her wide rear end practically swaying side to side as she did so. "...But that there water is reserved for us working gals only, so we would very much appreciate it if you two deviants would go elsewhere for refreshments and stop soiling our only source of water!"

Alabaster grimaced as the bovine's shrill voice drove a nail into his skull, It made his tail twitch and his eardrums ache. The cow reminded Alabaster of an old mare he knew in the gypsy tribe that raised him. Although, this cow seemed far less foul mouthed and brash than that crotchety old bitch. _What a wonderful day it was when that old crone took her little dirt nap._

"Go bug off you heifer," Alabaster growled. "I've been dehydrated and ill as a caged naga for two days, so don't think for a second that I won't string you all up by your udders and buck your faces in like piñatas."

As if Alabaster had lit a match, the cow's wide eyes flashed with hostility. Her nostrils flared and one of her front hooves pawed at the ground. For a moment, it seemed as if she was about to charge at Alabaster. Alabaster dropped back to all fours, hunkered down, and flared out his wings, his lips curling up into a nasty snarl.

"Come give me a try then, ya old Besse, it'll be the biggest mistake of your life!"

The scene was close to escalating even further, however, Little Whisper quickly intervened.

"Wait, Madame!" Whisper shouted, putting herself between the two combatants. "You must excuse my friend; he is clearly not in his right mind! I mean, he was drinking from your trough. _A trough!_ It's obvious that the sun has done quite a number on his head, no? Why don't we just let bygones be bygones, and we can all go our separate ways?" A warm smile and kind words had defused many situations like this back in their homeland, and now Whisper just hoped the same would be true for Equestria.

Meanwhile, the bovine stared sourly at Little Whisper, considering her for a moment or two.

"Fine!" The cow said with a final shake of her head. "But I suggest keeping that brute on a shorter leash from now on, Missy, for he's liable to get the both of you in a heap of trouble around these parts!" With that, she spun around to tromp back to her herd, all of which had watched the unfolding scene with wide eyed terror. Whisper waited for the herd to begin moving off before allowing herself to sigh in relief. _For a second there, I thought Al might turn this little prairie into a slaughter house!_

Even though Alabaster could be a really fun pony to be around with when he was happy, which was usually when he was shit-faced drunk. However, his temper ran on a short fuse. _And I'm pretty sure that dehydration shaved a few more inches off that fuse of his._ Little Whisper had learned quickly that the two best ways to start a brawl with him was to either insult his pride or say something curt about the rose he had for a cutie mark. Thankfully, quailing Alabaster's temper was something that got easier with experience, and boy, did she have experience.

 _However_ , _I wonder if Equestria will be able to deal with a powderkeg like Al. If I remembered correctly, this country was built upon the harmony of friendship. So how are we going to fare if Al bullies and battles his way through every single problem? I'm pretty sure these Equestrian's don't see that as a good way to make friends._

Breaking from her thoughts, Little Whisper realized that Alabaster was no longer with her. Turning around, she found him staring at the stocky wooden buildings standing not even a quarter of a mile away from where they were. It was hard for her to believe that just a few hours ago the town had been nothing more than a blurry speck on the horizon.

Brushing a few stray braids of mane aside from her face, Whisper hurried to Alabaster's side. There were no words said between them as. Alabaster awkwardly adjusted the worn saddlebag on his back. It had been pinching him something fierce ever since he stood up to drink from the trough. _Yeah, never doing that again,_ he thought.

As he stood in the silence of the waning day, Alabaster began to think he was feeling Little Whisper's gaze upon him, something he had nicknamed 'the look.' It was always the same one she gave him whenever he did something that required her to bail him out of trouble. He always wished 'the look' was a simple expression of anger or exasperation, because, sadly, Alabaster could live with a little resentment thrown his way. Hell, hadn't he spent most of his childhood awash with the anger and ire of his fellow tribe mates? But no, it could not be that easy. Little Whisper was too good of a friend to do that. Therefore, 'the look' would contain a frown cut deep along her mouth and teary concern in those soft round eyes of her's. Those big, big eyes…. _Why am I such a numbskull?_

He studied the purple brush strokes against the evening sky as he waited for Whisper to say something. Anything. When the words never came, Alabaster gave her a furtive glance. Turns out she was not even paying attention at him. Feeling a little relieved, he watched the rays from the sun's dying light paint the blue pony's coat an odd shade of gold as she studied the town just ahead. A small smile was just visible on the corner of her lips.

Whisper thought the town looked quite cozy with its sleepy and simple charm. She then caught site of the railroad. Those train tracks were almost a heavenly sight, cutting through the land before reaching back towards town. That strip of steel meant that hoofing it would be a thing of the past. As happy as she was at the sight of them, Whisper figured that Alabaster was even happier.

"We're one step closer, aren't we?" The joy was beginning to well up in Whisper's voice. Alabaster looked away from her as that familiar stab to the gut returned.

"I sure hope so," Alabaster replied, trying to answer as levelly as he could. "Won't be too long till we find a job and maybe start putting some more bits back on the table. Heaven knows it's about time for our luck to change." Whisper nodded slowly.

"I know it will, Al. Soon it'll be nothing but feather beds, hot meals, and indoor plumbing."

He couldn't help but agree. Much to his dismay, Alabaster found Whisper's glee infectious. Soon they were both grinning like a couple of stoned buffoons as they watched the dying rays of light bath the countryside in a warm glow. To them, it seemed like quite a good omen for their new lives in Equestria. And though it may not have anything to do with the town, Alabaster felt hopeful that they might finally have a better life ahead for them.

* * *

As Alabaster and Little Whisper strolled down the main street of Dodge Junction, they were given something of a wide berth from the ponies out and about. A group of mares with manes done up in tight buns whispered eagerly to one another behind their hooves as the two past by. One proper looking fellow with a large top hat fondled his slick, greasy handlebar mustache as he studied the duo with hawkish eyes. Alabaster did his best to ignore all these dirty looks, but they seemed to gnaw at his fur like gnats. Among the many things he already hated, being stared at was one. _This is not the place to cause a scene though, you stupid pony. Gotta keep that temper of yours under control,_ the stallion thought to himself, almost chanting it. He was all but certain that a fight with one of these country bumpkins would surely mean a brawl with their siblings and cousins too. _You have to love small communities. The word 'stranger' has probably never even touched most of these ponies' lips before._

The town only had about four major businesses, the two biggest being a trading outpost (also the train station) and a cherry farm, but it was the battered saloon that drew the interest of the thirsty Alabaster. After they passed what looked to be a tailor's shop, Alabaster came to a screeching halt, almost skidding on his hooves. Little Whisper was about to ask if something was wrong when she followed his gaze. Her stomach dropped a bit at the sight of the weathered wooden cutout of a crazed pony reared up on its hind legs with a pint in its extended right hoof. Alabaster always seemed to gravitate towards the drink.

"Want me to get ya something cool to drink, Wisp?" Alabaster asked with a sly smile. Whisper only glared back.

"Oh wow, Al, that's just hysterical. I even forgot to laugh."

His smile turned into a snarky grin.

"I thought you'd like that," he said before heading up the steps to the saloon with Whisper in tow. Before he even pushed through the batwing doors to enter, Little Whisper felt a spark of excitement that tingled from the crown of her head to the tips of her hooves. She had heard stories about southern Equestria and that a few of the towns in the region almost seemed to be living decades within the past. Though what she craved to see most was the hustle and bustle of the large cities like Manehatten or Fillydelphia, Whisper could not help but to jitter at the portrait already painted in her head of the old cliché saloon scene that had frequented many of the cowpony romance novels she had read many of late nights. Nights when Alabaster was drunk and not easily disturbed by low, guttural noises.

Much to Whisper's relief, the novels had not led her wrong.

It was every bit what she was expecting it to be: a parlor like area that smelt of aging wood, musky cologne, and strong drinks. A few tables were seemingly scattered about, unused and unwanted. To the far wall in the back lay an abandoned pool table with a freshly raked set of billiard balls waiting for the next players to step up. Most importantly, to the right of the entrance was a polished bar that stretched the length of seven barstools. _Just like a I've read,_ Whisper thought with glee.

As Little Whisper took in her surroundings with wide eyed curiosity, Alabaster's attention was elsewhere. Shelves upon shelves of glistening bottles seemed to be beckoning to him from behind the bar. 'High spirits for a low soul', as Alabaster always said. Taking the first stool he came to, he noticed someone else sitting at the other end of the bar. Ironically, he probably would not have noticed the fellow if it were not for his odd appearance. The lean stallion had sharp, feline like features and a coat as black as a manticore's heart. The stranger's mane hung down in long dark strands as his pale blue eyes stared at the bottled between his hooves.

Alabaster gave Little Whisper a prod and motioned towards the other fellow. "See that guy over there?" He asked in a low whisper. Whisper, having taken up the seat to Alabaster's right, leaned forward against the bar for a better view. She grinned widely as her eyes went straight to the worn and dusty saddle bag he wore.

"He's a traveler like us!"

"Quiet!" Alabaster hissed. Whisper's gaze quickly averted to the shelves in front of her. The pegasus sighed and turned to face the stranger, an apology already on the tip of his tongue. Strange how suddenly the roles of the couple can be reversed.

"Look, don't mind-" That was as far as he got before the words died out. The stranger was still staring at his drink. Alabaster gave shrug before looking forward once more. _Whatever…_

After a minute or two, a broad stallion wearing a faded bowtie and a bowler hat approached Little Whisper and Alabaster from the opposite side of the bar top. His dull eyes met them with the same trepidation that they had received earlier in the street.

"Can I get ya'll something?" He asked, giving his fuzzy handlebar mustache a quick stroke. _You mean besides some service?_ Alabaster was doing his best not to scowl. He had made a promise to behave and he aimed to keep it. Little Whisper, however, almost seemed to beam at the barman. He was the finishing touch to complete the rustic portrait.

"Yeah, how about a shot of rum?" Alabaster answered. "That seems like a good place as any to start." The pale stallion had had his mouth set for that stiff Eastern Import since they first got to Equestria.

 _He complains all day about the scorching heat, then he wants to drink that crap?_ Whisper mused, shaking her head. _There's just some things I'll never get._

"Sorry, lad, but we don't sell the hard stuff here." Little Whisper felt her breath catch. _Oh dear,_ she thought. _This can't end well!_

Alabaster chuckled lightly and scratched his chin with the tip of his hoof. "I'm sorry, pal, but I think I misheard you. Cause for a minute, it sounded like you said that you don't sell liquor."

"Ya heard me right, lad. We don't sell that hard stuff here." A heavy hoof slammed down onto the bar top, josseling the bottles behind the barpony. Alabaster's muzzle was mere inches from his now. From farther down the bar, the stranger stirred from the seclusion of his thoughts. He spared the two stallions a warily glance before returning his gaze to the bottle before him.

"Are you kidding me!" He growling, his pupils became flaming pinpricks. "What kind of lousy bar doesn't sell liquor!" The stallion acknowledged Alabaster with a contemptuous scowl.

"Ya'll can still buy a bottle of cider for a bit if yer looking for a buzz, but no saloon in Equestria sells liquor. It was banned almost five years ago, something to do with a wild night at the Gala in Canterlot. Apparently them nobles can't hold their liquor. Nearly burnt the whole darn city down, or so I heard." Little Whisper could have sworn that she felt the temperature rise a few degrees when Alabaster slunk back in his seat.

"Fine," Alabaster hissed, left eye twitching slightly. "Give me a bottle of cider then, or whatever it is. Just something with alcohol in!" He reaching into the saddle and pulled out a shiny bit before smacking it down on the bar.

"And stop calling me lad!" The bartender took the bit without another word, completely unperturbed by his newest patron's outburst. Alabaster rested his head on the bar and stared tearfully at the glorious shelves of bottle before him. _What's the point of even having that shit on display if you're not going to sell it? A complete and utter tease, that's what it is!_ With another hearty sigh, Alabaster decided that living in Equestria was going to suck.

* * *

The sun had finally fallen below the horizon when Alabaster, now on his third bottle of cider, began to reconsider his decision that living in Equestria would suck. The sweet beverage nowhere near quenched his thirst for the burn, but the taste was fantastic and his head was already beginning to swim.

"Yeeep," He sighed, lowering the bottle from his lips and following it with a low belch. "I think I could get use to this." But Little Whisper's attention was elsewhere.

Across the room, a cute young mare pushed a few strands of her fiery red mane from her eyes as she snuggled close to a smiling stallion. Occasionally the stallion would whisper something to the mare, nuzzling her gently. The mare would giggle in response and then whisper something back. Little Whisper watched the two with a mixed feeling of hunger and envy. Alabaster gave her a sideways glance when she never made to reply. It didn't take him long to figure out what, or who, held her attention.

"It's impolite to stare, Wisp," he said, quickly turning back to his drink. "Someone may get the wrong impression about you."

"I don't care." Her voice was a hollow reflection of her usually happy demeanor. "It's so beautiful to see such affection, and out in the open too. I don't think anyone in the Dragon Lands was so public about their feelings for another. If the rest of Equestria is like this, then I might not have to scrounge off of you for food anymore." Alabaster peered at the bartender, his nerves twitching with fright. The lovable lunk seemed to be busying himself with the stock, and thus wasn't paying a lick of attention to the two travelers.

"I know I'm not one to be saying this kinda thing, but you really shouldn't be talking like that, not here anyways. If anyone was to hear you-."

For the first time in a long while, Little Whisper looked at him crossly.

"Believe me, Al, I understand the consequences of being discovered, but I can't survive off of scraps forever." This time, Alabaster was able to combat the guilt with a long hard swallow from the bottle. As awful as it made him feel when she referred to it as 'scraps', he knew there was no better word to call it. _Scraps of a love long last..._

The silence between them stretched into minutes, and soon half an hour had rolled by. The third bottle of cider had been replaced with a fourth which was now half gone. Little Whisper had given up studying the couple and instead residing to brooding. Her verdian eyes flicked across the shelved bottles. It was not long after that when two chairs slide noisily across the wooden floor. Whisper's ears twitched restlessly as she listened to the couple make their across the saloon. The exited through the swinging doors with one last fit of giggles. With a huff, she slid down from the stool and made her way to the entrance as well. Alabaster felt a flicker of anxiety.

Swallowing the mouthful of cider, Alabaster quickly asked, "Where are you off to?" To the pegasus's credit, he did his best to conceal the tinge of worry in his voice. His best was not enough, however.

Little Whisper only paused for moment, one hoof raised to the doors, to answer with, "I'm not going to sit in here like a lump and watch you drink away your share of the bits... again." With that, she left.

Alabaster tried, but could not find the words to keep Whisper from leaving. He did not know if he had been mentally disarmed by the unfamiliar coldness in her voice or by all the alcohol he had consumed (It was more than likely the later). _She does seem to get pretty testy whenever I drink, doesn't she. Maybe there's a correlation between the two,_ Alabaster pondered. _Maybe I should think about qui-_ Alabaster shook the thought from his head. He wasn't about to put down one of the few things that helped him bear the burdens of vagabond just because Whisper thought it was a wasteful habit. Besides, that is why they started dividing their bits in the first place. Ten percent for Alabaster, ten percent for Whisper, and eighty percent for travel expenses. Everyone is happy.

 _She isn't._

Alabaster found the silence uncomfortably heavy without Whisper at his side. For a moment, he even entertained the thought of leaving and trying to catch up with Little Whisper. However, his pride kept him anchored to the barstool. How could Alabaster still be the fearless leader of their shotty duet if he went running and groveling to Whisper every time he made her unhappy? The answer is he couldn't. They wouldn't be able to get _anywhere._

Instead, Alabaster took a long pull from his bottle and just about drained it dry. It suddenly dawned on him that he wasn't actually alone in the saloon. A quick sideways glance showed him that the dark stranger and his untouched drink had not moved an inch. _Well pal, I guess it's just you, me, and the bartender._ The bartender suddenly disappeared behind a door beside the long shelves. More than likely that was the stockroom. _Well then... It's you and me. Hope you're ready to make a new friend, 'cause ready or not, here he comes._

Alabaster had always savored barroom talk -especially when he had managed to put a few drinks back- and he desperately wished to rid this painful silence (he wasn't the kind of guy to be a brooding drinker). Drinkers who brooded were the kinds of ponies with problems, and he didn't have any problems. So he thinks, anyway.

Alabaster willed up his words and managed to put them together in coherent sentences. "Hey buddy, how's it going?"

* * *

Midnight Dreary had been staring at the same drink for what felt like hours. Occasionally he would prod it, as if expecting it to do something besides look back at him. Instead, he only felt the drink gradually grow warmer. By the time Little Whisper had departed, the cider had become an unpleasant lukewarm. Completely undrinkable by most ponies's standards.

This was completely fine by him. The drink didn't much appealed to Midnight. However, he was pondering the conundrum of why he even purchased the drink at all. It seemed like a good idea at first; doing as the locals do by having a drink at the local saloon and acting as if he belonged. The problem with this plan, however, is that he could not bring himself to even take a sip from the sweet smelling bottle. _So now, would I not be drawing attention for just sitting here and staring at the blasted thing?_ He massaged his temples, a migraine beginning to throb beneath the tips of his hooves.

"Hey buddy, how's it going?"

Startled from his thoughts, Midnight had to give a brief glance around to make sure the question was directed towards him. Shifting to the voice, he found a pale stallion looking him inquisitively. _Isn't that the guy who punch the bar?_ Midnight Dreary studied him warily. A bottle was sitting between the pegasus's hooves. However, Midnight noted that the fellow definitely was not just staring at it.

"Um…I am fine," Midnight began rather awkwardly, his words feeling like rocks rolling around his mouth. "And you?"

Alabaster raised an eyebrow.

"Doing good, I guess," He answered with shrug. "Got a drink and some shade, what more could I ask for, right?"

Midnight gave him a practiced smile which seemed to convey some amount of interest, because the tipsy patron began to ramble.

"You know," Alabaster started again. "That drink of yours looks pretty lonely, pal. Don't think I've ever known a traveling fella who'd ignore a perfectly good drink that he's paid for. And you _are_ a traveling kind of fella, aren't you?"

Midnight looked back down to the bottle before him and thought for moment. He had made a note to avoid as many unnecessary conversations as possible. Yet, he could not help but feel drawn to this stranger. There was something about him that seemed to contrast perfectly the colorful and cheery ponies he has encountered thus far. It was enough to urge Midnight to keep the conversation alive long enough to satisfy his curiosity.

"You could say that," Midnight said. There was a bleak shadow cast across his sad, blue eyes. Alabaster's ears twitched with interest.

"I've been drifting for as long as I can remember. 'From one road to the next', as I always say." The drinking stallion took a long swallow. "Anyway, you been roaming around here any, stranger? Around Equestria I mean?"

Midnight shook his head. "No…. I haven't been here too long actually. I probably couldn't even show you up from down in this odd country." Alabaster gave a quite 'hear hear' to that.

"Fancy that, though!" Alabaster exclaimed. "Who would've thunk that we'd come across another wanderer?" Midnight's expression turned timid and his voice grew low.

"We?"

Alabaster seemed to beam in drunken pride.

"Yeah, me and Little Whisper! We've been hitting the trails together since…." His eyes lazily drifted to the left before snapping back on Midnight. "A couple of years now!" No response was met from Midnight, and the silence that followed unsettled the pale stallion. So instead of bearing it, he did his best to keep the ball rolling between the two.

"So if you're not from Equestria, then where did you come from? I know you didn't drift in over from the Dragon Lands. I'm more than sure I'd have remembered your face on _that_ tiny ass boat!"

Midnight felt his heart flutter at the sound of that word. _From._ The truth is that besides some horrid nightmares, he really had no clue where he was 'from'. His short life had been nothing but an obscene blur until just a few days ago. _I think that farmer called it amnesia._ No matter how long Midnight brooded on the subject, he never gained anything but a massive headache and a dry mouth.

"Well," Midnight began carefully. "I'm-"

Just as the conversation between Midnight Dreary and Alabaster was reaching its climax, the swinging doors slammed inward with a thunderous _bang!_ Standing in the threshold of the saloon was the peach colored mare named Dusty. Her Stetson hat cast a shadow over her face like an ominous vial with only her eyes visible. Eyes that practically glowed with venomous rage. The bartender's head poked out of the backroom.

"Dusty!" he yelled. "What in tarnation's got you slammin my doors?"

With wide eyed wonder, Alabaster and Midnight watched as she marched up to the bar in long strides. She jumped up on a stool between the two of them.

"I just don't believe it, Tap!" she exclaimed, slamming her hat down on the counter. "Some jackass went butting heads with my head cow and scared the rest of the herd half to death! Know she's madder than a hornet and the rest are near 'bout inconsolable! Might take days before I get them settled down enough to give me some milk."

"What kind of idiot butts heads with a cow?" Tap asked on his way to the bar.

"I don't know!" She screamed.

To say that Alabaster was beginning to feel a bit anxious would be an understatement. The temperature within the room had risen until it felt like the midday sun had decided to peek in on them. _Me and my damnable temper_ ,Alabaster thought. He could already hear Whisper's sigh of disbelief. The time to leave had come and Alabaster knew it. That stupid cow had probably described him to the enraged mare, but she was too blinded by fury to notice him. For now at least.

Leaning back a little, he gave a small wave to Midnight Dreary. Apparently he must have been looking for some kind of signal, because it did not even take a second to grab the dark stallion's attention. Alabaster pointed over to the door and then back to the fuming mare between them. Midnight gave a quick nod and, within the moment, understood completely. And even though they had just became acquainted, Midnight would sooner risk the company of the friendly drunk than the raging mare.

Without raising alarm from the mare, the two fellows carefully climbed down from the stools to exit. What little noise they made fell on deaf ears. Alabaster, feeling as if he were trying to trot on eggshells, tiptoed to the exit as quickly as he could. Midnight Dreary on the other hand could have probable galloped around the saloon with a grin on his face, and neither Dusty nor Tap would have ever taken any notice of him.

"Did yer girl tell you what the varmint looked like?" Tap inquired while pulling out a complimentary bottle of cider.

"Yeah, some whitish looking fellow. Had a pink rose on his flank."

"You mean like that guy over there?"

Dusty's head spun like top just as Alabaster had pushed open the doors, Midnight just ahead of him.

"You!" Her roar was almost deafening. The bottles on Tap's shelves tinkled and shivered, as if frightened. With his heart tap-dancing like a lunatic across his ribcage, Alabaster slowly turned to face the crazed mare. An apologetic smile was scrawled across his lips like a poorly written letter.

"L-look," he stuttered, "Maybe w-we discuss this over l-like civil ponies?"

There were very few times Alabaster had ever been caught off guard. A life of adventuring and wandering requires lightning fast reflexes. Sometimes those reflexes were even the deciding factor of whether you lived or died. But Alabaster's ladened catlike reflexes, lethargic from the bottles of cider, would never have predicted that the mare would rocket towards him at pegasus like speed with a heavy hoof aimed right at his kisser.

Alabaster would only remember a blur before his brain was sent rocking back into the wall of his skull. A moment later, his eyes opened up to find that himself sprawled out on the dusty road in which he entered town on. _Wait a minute.._ He felt something lumpy underneath him.

"Ooowwww," Midnight's moaned, face down in the dirt, "I think I pulled something…" Alabaster only gurgled stupidly in response.

Dusty stood atop the saloon steps with her head held high and a champion's smile stretched across her lips. Her hat still lay on the bar, long forgotten. Instead her mane now fell down to her shoulders in cute little ringlets. The mare's malicious eyes surveyed the tangled heap of the stallions with vindictive glee. But it seemed it might be short lived.

"What the hay is going on here?"

Like moths drawn to a flame, a small number of nosy onlookers had begun to form a semicircle around the two. The speaker, who pushed his way through this tiny crowd, was a tall, tan earth pony with a thick beard and steely eyes that sunk deep into their sockets. He wore a thick vest and adorned upon it chest like a trophy was a star shaped badge that read "Sheriff".

"Sheriff Rhinestone!" Dusty cleared the steps in a bound and trotted up to him, smiling fiercely.

"Arrest these two!" she yelled, pointing an accusing hoof at the stallions. He looked at her with utter disbelief.

"For what, girl!?"

Suddenly, Alabaster slowly slid to the ground in a rag doll fashion as Midnight Dreary forced himself to his hooves. Quietly dusting himself off, the dark stallion looked up to find all eyes staring carefully at him. That was when Midnight realized he hated crowds.

"Well," Dusty began, biting her lower lip, "I don't really know what that dark fella done... but he was sneaking out with that other one, so he can't be up to any good!"

"And what makes you say that?" The sheriff asked with a raised eyebrow.

"Because that winged fella there trespassed on my farm and fooled with my cattle!"

All eyes then shifted to Alabaster who was still laying in the dust, twitching like a dying insect. The last time he received such a blow was when he had spat in a diamond dogs beer, though, he might not remember that little fight after this particular incident.

"H-he did what?"

Dusty nodded vigorously. "You heard me, sheriff. He came onto my land, threatened my head bessie, and then scared the rest of the herd out of their wits. You should see them! They're all afraid that some deranged pony is going to come at night and beat 'em up! It's going to be a week before any of them let me get any milk!"

Hushed whispers were exchanged between the watching townponies. The one thing that Dodge Junction prided itself on was self reliance. With many of the necessities the average pony would need being produced by intown businesses, there was little need for any imports from cities like Detrot or Manehatten. The three major establishments being the Jubilee's cherry farm, Horace's forge, and Dusty's dairy farm.

"Well," Rhinestone said thoughtfully, "Did you think to ask him why he was there in the first place?" Dusty scrunched her nose at the thought.

"Because he was drinking from the cow trough."

The 'EWW' that sang forth from the crowd was almost harmonious. Whoever did not have a look of complete disgust were instead snickering.

"Oh, screw you, guys!" Everyone in the half circle of bodies started at the sound of Alabaster's voice. He was pushing himself up on wobbly knees with a scowl painted across his face. It was not a moment later that Midnight offered a helping hoof, which Alabaster graciously accepted.

"You'd all be surprised how thirsty one could get from walking for a day and a half in this sweltering place you call home, especially if you left your damn canteens on the boat you sailed in on. Yeah, I'd like to see you make the trek from the coast with water. Do that, _then_ come and bitch at me!"

The sheriff's mouth dropped and his eyes went wide.

"Wait a minute. Are you fellas-"

"And you!" Alabaster's left leg was wrapped around Midnight's neck, but the other pointed accusingly at Dusty. "I wouldn't have said all that crap if that one heifer hadn't acted like such a biddy. She's lucky that I didn't skin her and make some nice booties out of her hide."

Dusty snorted like an angry bull ready to charge. She probably would have too if the sheriff had not stuck out a leg to restrain her. Dusty looked up at him as if she was ready to claw his eyes out. However, her expression quickly melted when she saw the grim look on his face.. Even Alabaster felt his own fury die down when he met the sheriff's icy glare.

The sheriff then spoke in a low voice, "Are you sayin' that you fellas are outlanders?"

The silence was deadly, almost as deadly as the glares from every pony around the two. Midnight felt his heart flutter when he noticed movement from the corner of his eye. Within seconds, the semicircle had become a whole circle. Alabaster heaved a sigh and squeezed his eyes shut. _Whisper's not going to be happy._

* * *

Little Whisper had always adored the night. It made her feel safe and unseen, much like a child snuggled up beneath the covers of a blanket.

As she drifted from one dimly lit streetlamp to another, she could not help but feel like she was in some elaborate game of peek-a-boo. The same eyes that had followed her and Alabaster earlier were now seemed to harmlessly glance off her, never truly registering the mares presence. The country ponies either lingered around the doorways of buildings or sat in their rocking chairs, all of them cradling their full bellies and talking about how pleasant supper had been. Occasionally a fit of laughter would ring through the sweet night air as a few farm ponies remembered an old joke.

Whisper, still incognito, studied each pony she came across with hungry and needful eyes. Her gaze only remained for a second or two before moving on to the next. Alabaster had often called this habit 'creeping', and had scorned her many times for doing it. But such a thing was part of her nature. How could she resist it?

Within those moments, she drank in more information about these country folks than they would have ever shared with an outsider. Whisper singled out a burgundy colored stallion with a short, cropped mane and a dusty tail who stood laughing with a group dirty, haggard looking ponies. She watched as he would occasionally give a quick lick of his chapped lips, followed with a rub from his fore hoof. It immediately became clear to her that he was a drinker. The stallion shared a few of the same tell-tale signs of the habit as Alabaster.

Whisper frowned at the thought of her closest friend's vice. It wasn't always a problem, not from Alabaster's perspective anyway. She didn't mind that he spent his share of the money on something so wasteful, but it bothered her that he often teetered on the line of moderation. Whisper couldn't count all the times she had to drag his mangy carcass away from an inn or a tavern, always reeking as if someone had tried to drown him in a rum bottle.

Little Whisper had lost herself to those worrying thoughts when a small colt came bounding up to the group of ponies she had been spying on.

"Papa!" the colt called out, panting like a dog. He must have ran the entire way there.

"There's a fight goin' on at the saloon! It's Miss Dusty and some odd lookin' fella!"

That tore Whisper from her thoughts real quickly. The farm ponies were suddenly at attention and flocking around the colt. The burgundy pony was front and center, towering over the foal. The taller stallion was almost looking down at a tiny replica of himself.

"The sheriff's there too, Papa," the colt continued, shrinking under the gaze of his father. "And he seems to be really mad! He was shouting something at them when I ran off."

The father simply nodded, regarding everything his son had said with a stoic expression.

"Run on home, son," the father said, "And be sure to stay there."

The colt squeaked a small 'yes sir' before rocketing off down the street. In his absence, the farm ponies began to chatter restlessly to one another. They almost seemed to be gauging each other's reactions.

"Oak, you don't think that could be the same jimmy who scared the hay out of our stock earlier, do ya?" It was a mare who spoke. Her coat was a dirty brown and her auburn mane was pulled back into a tight ponytail.

The red stallion only gave her a glance before turning towards the direction of the saloon.

"There's only one way to find out," he said before heading off, the rest of the farm ponies quickly following in tow.

It felt as if Little Whisper's stomach had been sent into a somersault. The duo had only been in Dodge Junction for a few short hours and there was already a lynch mob in the making. Still hidden under the cover of the growing shadows, Whisper began to retrace her steps back to the saloon; praying in silence that this won't turn into another one of Alabaster's frenzied fiascos.

 _Please, whoever it may be watching over us, just don't let him kill anyone!_

* * *

"I asked you a question, boy. Are you an outlander!" Sheriff Rhinestone's change of demeanor was drastic. What was once a passive peacekeeper had transformed into a vindictive inquisitor. Alabaster even felt the onlookers become more than simple spectators. All of their eyes reflected the sparks of hostility rising like loaves of bread in the Sheriff's eyes.

Alabaster met Sheriff Rhinestone's glare with as much composure as he could muster. He was trotting on thin ice, and he knew it. _I can smell a lynch mob in the making._

"What if I am?" Alabaster began, trying his best not to speak for Midnight either. He figured the poor guy was in enough trouble just by association.

"Unless something drastic has changed with your society, I don't believe being an outlander infringes on any laws or anything."

Rhinestone's hooves dug into the ground, as if to ready himself for a charge at the pale stallion.

"I reckon it doesn't, but you'd have to be dumb if you think I'll just let your kind parade around in my town." The sheriff spoke barely above a low growl. Alabaster's brow furrowed, there was obviously something he had missed on this rapid spiral downward.

"What in the hell are you talking about?"

Rhinestone flinched, as if the word 'hell' physically lashed out at him. _Great,_ Alabaster thought, _now I have to worry about being politically correct._

"I'm talking about all the damage you outlanders have done to this country!" Rhinestone roared. "It's because of you that Equestria was nearly destroyed!"

It took a moment for Alabaster's mind to catch with what the sheriff was saying. Sure, he had screwed up a few ponies lives before, but he couldn't recollect anything that would have been so astronomical that it would have earned him hate from across seas.

Then it hit him.

He remembered hearing about some crazy things happening in Equestria a few months back. Some demon had stolen all the magic in the country and threatened to take over the world. Well, that's how the drunk ponies in taverns would tell it. Alabaster had simply thought it was a tale those homeless drunks were spreading just so that they had something to gab about over drinks.

Living in the planes of the Dragons Lands is a very isolated and lonesome existence, so it came as no surprise to Alabaster that his homelands could be completely oblivious of such a crisis. With the constant warring between dragon clans and the parties of headhunters pouring out of the Free Pony Cities, pony settlements have loads more to worry about than the troubles of the motherland.

"Look pal, I _just_ got to Equestria. Whatever happened to you guys has nothing to do with me or my own. We passed through here to rest up and maybe look for work. However, it looks like you guys don't much care for our company. So I promise you, we will be on the next train out of here." To assure the lawpony, Alabaster even crossed his heart on it.

Alabaster couldn't help but feel a little proud of himself. He was never good at the whole negotiation tactic, especially when he had done nothing wrong. _Eat your heart out, Wisp._

"Well, you and your own can keep on moving right outta Dodge. I want you lot out of my town _now_!"

"You can't be serious," Alabaster scoffed indignantly. "We don't even have the supplies we-"

"I don't care!" Sheriff Rhinestone advanced upon Alabaster like a stalking predator until finally their faces were inches apart.

The pale stallion quickly averted his gaze. Not because he was intimidated by the aging lawpony, which is what Rhinestone took the gesture as, but because Alabaster was afraid that he might just beat the stallion to death if their eyes should meet. His teeth ground together like sandpaper as he worked to stuff his brewing rage back into the mental lockbox he kept it in. He created this metaphoric device at Whisper's command, both of them hoping it would help tame his erratic temper.

 _Just think about Wisp. Think about how disappointed she would be if you killed another lawpony._

Rhinestone's breath was uncomfortably warm against Alabaster's muzzle. It smelled of cigars and apple cider.

"You're going to put Dodge Junction to yer rear, boy, and never look back, ya hear?" Rhinestone barely spoke above a whisper. "Because if you tarry a moment longer, there'll be heck to pay. Everypony here already wants a piece of yer hide, and I have half a mind to let them have at ya."

Alabaster gave no rise to Rhinestone's threat. He continued to stare at the ground apathetically, his eyes hidden by strands of mane that had dropped down.

"Are we clear, boy!" Rhinestone would not have satisfaction easily. Why should he? He lost something very valuable during the chaotic reign of Lord Tirek. Something he considered more valuable than life itself. Something he considered worth every bit of hate he felt for this young stallion.

Alabaster's head slowly, his eyes level with Rhinestone's once more. However, the pale stallion did not wear the defeated expression that the sheriff had been hoping for. The pale stranger's lips had curled upward into a snarling smile that revealed a row of dagger like teeth -how easy would it be for those sharp looking chompers to tear out Rhinestone's throat? Eyes that were once a beautiful shade of yellow had transformed into the menacing gaze of a heartless predator with slits for pupils and crimson fire for irises.

The change was almost deathly. Every ounce of rage-fueled courage Rhinestone held began to slip from his grasp like a fleeting breeze. For the first time since the great tragedies of Tirek's bout for power, he felt true and utter fear. The creature before him was not a pony. How could he be? He was monster straight from a child's storybook

Alabaster turned away from the now petrified Sheriff and trotted over to Midnight's side. He quickly whispered in Midnight's ear, "Sorry about this, mate, but we need to make tracks before these bastards bring out their pitchforks." Midnight nodded.

"This small town atmosphere isn't really my taste anyway." It made Alabaster feel a little better hearing him say that. Just a little though.

And so, like two exiles fresh from the stockade, they began to walk. The ring of angered ponies parted for them, their eyes still flashing with animosity as they watched the two carefully. Only the Sheriff remained unmoving. The horror in his eyes followed the stallion's as they departed. Alabaster could almost taste the townsfolk's desire for violence. _And it tastes horribly like ignorance and prejudicism._ However, if the things that happened were really as bad as the sheriff let on, then he couldn't really blame them for being overly cautious. But still….

Alabaster and Midnight had only walked a few feet before they both looked back to find the whole congregation almost on top of their heels.

"What the hell!" Alabaster yelled back. "Mind giving us some freaking room?"

"Ya'll will find plenty of room outside of town!" Yelled a mare wearing a white and black checkered bonnet.

Alabaster had to bite down on his tongue to keep from retorting. His cheeks flushed as he looked forward again and did his best to ignore the parade of angry ponies tailing them.

 _Hell of a way to send a guy off._

The thought had just crossed Alabaster's mind when a new party emerged. A dozen or so farm ponies, lead by a tall red stallion, stood dead center in the road. There would be no other way but to go through them.

"You guys are kind of blocking the road," Alabaster said to the lead pony, his annoyance only seconds from blooming into violence. "And I don't think this parade has any breaks. Best move before we make you move."

The lead pony eyes flickered scrutinously over the mouthy pegasus. "You the fella fighting with Miss Dusty?" Alabaster's mouth opened to say something, but was cut off by the sudden reemergence of that damned mare herself.

"Don't you worry about that varmint, Oaky," She said with a saucy flip of her mane. "The sheriff has done put him straight and sent him on his way."

Oak gave her a polite nod before turning back to Alabaster. He now held the same hateful expression as everyone else around them.

"You better not come back stranger," he growled. "Or you'll have more to deal with than the law. We country folk stick by our own." Unaffected by threats, Alabaster stood his ground.

"If you and your pals will move, then you won't ever have to worry about seeing me in this chicken-shit town again."

They stared each other down for a few seconds longer, both searching for any signs of give. Midnight watched the two stallions in trembling trepidation, waiting for something to happen. He was very much afraid that things were only a breath's length away from escalating into an all out brawl. However, Oak seemed to have ignored Alabaster words entirely.

Seemingly satisfied with his mental assessment of the outsider, Oak walked over and stood with his boss, Dusty. The rest of his posse followed suit, although rather reluctantly. Even though their hearts had been dead set on a fight, they wouldn't do anything to make Dusty or Oak look bad.

With the path cleared once more, the parade continued.

They marched onward for about a minute or so before another face appeared, this time emerging from the shadows like a bad dream. It was Little Whisper, much to Alabaster's dismay. She came trotting to Alabaster's left side, her ivory braids flailing all over.

"What the heck is going on?" _Like she has to even ask,_ Alabaster thought.

"Just fall in line, Wisp," he answered without breaking stride. "I'll explain everything once we are clear of this damn town."

Whisper, walking backwards to keep pace, looked from Alabaster to the herd of angry ponies that flocked behind them. Sighing, she turned and joined the trudge as well.

"I can't believe you," she murmured crossly. "We were only here for a few hours. I mean, this has to be new record or somethi-" She lost her words as she finally noticed the dark stallion on the other side of Alabaster. Whisper sighed again and resigned herself to silence.

Alabaster spared her a quick, pain filled glance. That age-old stab to his heart returned. Here they were, in a new country and in a new life, still getting run out of towns. All he wanted to do was provide the two of them with some kind of security, something neither of them have ever really had. However, it seemed like life had its own agenda for the battered wayfarers.

 _Yep, living in Equestria is definitely going to suck._


	2. Chapter 2: Another Day

Dodge Junction was a good quarter mile behind the trio before the party finally stopped. Little Whisper, a couple of steps ahead of Alabaster and Midnight Dreary, spun around and faced the two. Her eyes were alight with a fury that seemed not quite her own.

"Care to explain what that was all-" The words, along with her angry expression, died like an extinguished flame.

Alabaster was bent forward with his chest pressed close to the dusty ground and his flank raised high on outstretched hind legs, presenting a rather _generous_ view to the town of Dodge Junction. Then, as if he wasn't acting crude enough, he gave his flank a quick wiggle followed with a smack from a free hoof.

"That's right, you country yokels!" Alabaster yelled. "Get a good look! Get a good luck, and PUCKER UP!"

He gave a few more jiggles before he felt satisfied with his little 'tantrum' and pushed himself back up on all fours. The pale stallion showed not an ounce of shame or guilt as he faced his companions, only untarnished composure.

"Did you say something, Whisper?" The silence that preceded was sharp and painful as they stared at each other; Alabaster with a raised eyebrow and Whisper with a scowl. Midnight's gaze began to lift skyward as his cheeks turned a shade of crimson.

"Are you kidding me?" she barked. "What the heck, Al!" Alabaster grinned sheepishly.

"I know I have a weird way of expressing myself, but trust me when I say that it was completely called for." Whisper face-hoofed.

"Dang it, Al," she sighed. "I'm not talking about that. I'm talking about how we just got run out of another town!"

Alabaster's grin slowly dropped. Whisper hardly ever got mad. Most of the times when he screwed up, she would just smile that damned smile and tell him that it was 'all good'. It was the smile that really drove the guilt home. Almost like a loving scold, if such a thing really exists.

"Okay," he began. "Do you remember that snobby cow from earlier today; the one who tried to start something with me over drinking their water?" Whisper nodded.

"Well, it turns out that she is the lead Bessie for some neurotic dairy farmer-" Alabaster then told Little Whisper his side of the whole ordeal, making sure to leave out as little as possible. From the violence-bound mare named Dusty, to the point where Sheriff Rhinestone accused all outlanders of being the bane of the nation and ordering them out of Dodge Junction. However, he did leave out the part where he scared the sheriff witless. He figured that bit might not work in his favor.

The story only took a couple of minutes to tell. Little Whisper listened in mute attendance, almost appearing to mentally measure every word he said like grains of sand on a scale. Once he finished, the silence that followed was almost stifling. Whisper's brow furrowed as her gaze fell from Alabaster. She seemed to be studying her dirty and dusty hooves, but in truth, a torrent of thoughts were swirling around behind those soft eyes of hers.

"So, we weren't thrown out because of what happened with the cows?" she asked herself, a bit bemused. "But because we were outlanders?"

"Yeah," he said. "I guess it would have been better if we had just kept walking."

"Al, do you think everyone in Equestria will be like that? That they will run us off like some kind of mangy stray?" Whisper's eyes were beginning to brim with tears. It was hard enough that they were unwanted in the Dragon Land; now they would almost be akin to fugitives.

"Whoa, whoa, whoa!" Alabaster dashed to her side, wrapped his leg around her neck. "You're getting WAY ahead of yourself, Wisp. We may have just gotten a bad first impression, that's all!"

"I hope you're right," she sniffled, wiping her eyes before she could cry. Whisper was beginning to feel a little better until she felt him shrug.

"Even if I'm wrong, it won't make much of a difference. It's not like we can just get a refund on our tickets and sail back, not that I would if I could."

"Gee, thanks, Al." Whisper frowned. "You sure know what to say to lift a mare's spirits."

Alabaster had no response. Certainties were not something they could afford, and both were well aware of this. However, that did nothing to settle the knot that was forming in Whisper's gut. The duo had not only traded away their tired past lives, but also most of the bits they had managed to scrounge together the last few months. What was left in their saddlebags would only carry them so far.

Little Whisper and Alabaster quietly brooded together; their only solace was the warmth of their embrace. To them the silence was like a cool rain bringing a brief reprieve from the summer heat. Midnight Dreary, however, found the calm to be stifling. Watching the two friends in each other's grasp made him feel weird, like a stranger on the outside looking in. He was beginning to shrink away when Whisper finally noticed the odd stallion.

"I'm terribly sorry!" she exclaimed, pulling free from Alabaster. "With all of this excitement I didn't even notice you. You must think we're horribly rude."

Midnight shook his head and gave her an awkward smile. "It's completely fine. Things did seem to get a bit heated back there, so there's no harm done."

Even though Little Whisper returned his smile, she couldn't help but eye him carefully. She wasn't sure what qualified as an average-looking pony in Equestria, but she had the notion that the black stallion didn't qualify as one. Partly because of his sharp—almost feminine—features, which Little Whisper actually found rather attractive. The last odd bit was the completely blank spot on the sides of his flanks. She pondered it only for a second.

"My name is Little Whisper, by the way," she said warmly. "And I'm guessing you met Al already?"

"Call me Alabaster," the pale pony interrupted. "Only Wisp here gets to call me Al." There was no hostility in his words, only a hint of playfulness. Midnight simply nodded in return.

"I am Midnight Dreary. It's a pleasure to make your acquaintance."

Little Whisper's smile stretched a bit wider as she weighed his name in her head. Alabaster had been her only companion through most her travels, and though she loved the poor bloke like a brother, his company could at times be a bit strenuous—especially if it was a day where his temper got the best of him.

However, this fellow seemed to be made of completely different material than Alabaster. From the way he spoke and composed himself, Whisper could tell that Midnight was of a calm and gentle nature.

What Little Whisper failed to realize was that she had been "creeping" again. An uncomfortable silence had stretched on for a few seconds as she continued to measure the pony up. Whisper's gaze felt like a spotlight to Midnight. He gave a fidgety glance to Alabaster, almost pleading for him to do something.

"All right," Alabaster began. "Maybe we could resume this awkward silence a little farther away from the town that wanted to see us beaten to a pulp? I know that would make me feel better." Bright crimson roses bloomed upon Whisper's cheeks as her eyes shot around wildly, looking for someplace to focus on except for the two stallions.

"Y-yeah, that does sound smart, doesn't it?" She didn't wait for an answer; instead she started into a brisk trot. Alabaster and Midnight stared after her for a moment, one with an expression of confusion and the other with annoyance.

 _Crazy mare,_ Alabaster thought as he rushed to catch up with her. _At least she isn't mad at me or anything. Well, not yet anyway. It's never too late to piss someone off..._

Midnight Dreary followed close behind him, although with seemingly less vigor. He still didn't know what to make of this whole predicament, but he assumed that things could be worse. Maybe if he was lucky, the two would let him tag along. The thought of traversing the arid countryside without either direction or company did not appeal to him at all. Besides, traveling with them might help joggle something in his cloudy memory.

* * *

The lights of Dodge Junction had become a twinkle on the dark horizon. The light from the moon shone down in precious rays just bright enough that the trio could make out the map of Equestria that lay stretched out before them.

"So that's where we're going?" Alabaster asked, his eyes squinting to better see the names of the surrounding towns. "Appleloosa? Damn these Equestrians and their weird names. Maybe this is why no one respects them in the Dragon Lands." Whisper looked up at him with a half-smile.

"And the names of places back there were so much better? Ashe-town, Smokeburge, Skull Mountain—or my favorite—Fried Hide Crossing." Alabaster chuckled at that.

"I guess when you put it that way, Appleloosa doesn't sound too bad. At least it's safe to assume they will have some of that apple cider stuff."

Alabaster paused for a moment at the thought of a nice cold drink. The pale stallion, who had the rather strange ability of burning alcohol off rather quickly, was already coming down from his buzz and preparing for another "take off".

"That cider is a piss poor comparison to rum, but it sure as heck will do nicely."

Little Whisper rolled her eyes as she folded up the map and set it back in her saddle bag.

"It's going to be close to a day's journey if we keep up a good pace," she said with a [click] from her saddle's buckle. Alabaster scratched his chin with the tip of his hoof as he began adding figures up in his head.

"It's going to be rough," he concluded, "especially since we don't have any blasted canteens."

Midnight's ears perked at this. It seemed the opportunity to find his way into their group without coming right out and asking had finally presented itself.

"If it helps, I have a canteen on me that we could share…" Alabaster and Whisper could have received whiplash for how quickly their gazes shot to Midnight. They looked as if they had just noticed him for the first time.

"A full canteen?" Alabaster asked. Midnight nodded a bit timidly.

"Well hell, we've made do with worse than that before," the pale stallion said with a grin. "If I was a dumb pony, I'd say that you being run out with us was a good thing!"

"Speaking of which, how were you involved with that mess exactly?" Little Whisper asked sympathetically. It ate at her that they had caused someone who they had just met so much trouble, especially since it was a particularly handsome someone.

Midnight was hesitant to respond. Everything had happened so fast, it almost seemed like a blur to think back upon it.

"Well," Alabaster interjected, "it was kind of a guilty by association ordeal, Wisp. They all saw him with me and assumed he was traveling with us…" He paused for a moment.

"Sorry about that, by the way," he added. "You might have been able to skirt through that blasted town if we hadn't ran into each other." Alabaster's apology was met with a shrug.

"There was no guarantee of that. We all saw how paranoid they were. There's a good chance someone else would have singled me out eventually. Besides, it will be nice to finally have some direction," Midnight concluded thoughtfully.

Midnight's eyes then began to glaze over for a second as he thought about his life as a whole. It didn't take too long since his memory only went back to a few days earlier.

Little Whisper and Alabaster watched him inquisitively, wondering if he actually heard what he just said.

"Hmmmm, there's definitely a story there. I can smell it." As if to punctuate the remark, Alabaster flared his nostrils and sniffed loudly.

"What? No!" Midnight protested innocently. "I was just thinking aloud!"

"No use in denying it. I've been in and out of taverns for most of my life. And if all that time around drunken travelers and bards taught me anything, it's how to pick out a pony with a juicy story. It's almost like a sixth sense."

"He's not lying," Whisper chirped in. "Give Al enough time and alcohol, and he'll fish out something worth talking about… over and over again..." Alabaster gave an annoyed flick of his tail at her flank.

"Seriously though, out with it. I haven't heard anything interesting in a while!"

Little Whisper usually didn't mind Alabaster's banter, but she saw the unease painted across Midnight's face. It was obvious to her that this was a pony who stayed a bit on the timid side. Not necessarily a bad thing in all honesty. Whisper gave him a subtle kick in the leg.

"Ouch!" Alabaster hopped back, wings flaring out. "What was that for?"

"You're not making a good impression," she muttered.

"Oh? Sorry, I must have gotten carried away." He laughed, hoping it would relieve how awkward he suddenly felt.

"It is completely fine," Midnight assured him, showing a weak smile to prove it. "It's just… I don't…" Words eluded Midnight like a shadow leaping from a flame. Finally, he steadied himself and began again.

"I don't think either of you two would believe me if I told you."

Whisper and Alabaster seemed like nice ponies, and Midnight could see himself coming to like them. Not only that, he wanted to talk about his _condition_. Maybe sharing it would help him feel less anxious about everything.

However, he did his best not to remain too hopeful. Nothing was certain to him, and he doubted if it ever would be.

The duo glanced at each other before sharing a knowing smile. The dark stallion felt his heart quicken.

"D-did I say something funny?" Midnight asked, almost in hysteria.

"No, it's nothing like that," Alabaster said good-heartedly. "Really more of an inside joke between the two of us." Midnight raised an eyebrow, hoping that they would fill him in on whatever had just transpired.

Whisper smiled. "Look, just trust us when we say that there isn't really anything too farfetched for us to believe in. Okay?"

Midnight nodded, not sure he could believe her or not. _Oh well,_ he thought. _It's not like I have much to lose._ It took a few moments to compose his thoughts, and only a little longer to tell his narrative. He began with how he woke up on some rock farm, not too far away, with no idea who he was or what he was supposed to be doing. That seemed like a good enough place to start.

The family who owned the farm, a quirky couple with a few daughters, had apparently found him sprawled out in the dirt on that scorching afternoon. It had given them quite the scare, for most of them thought that poor Midnight Dreary was likely a sun-stroked desperado that had been migrating from the north. If it wasn't for the big heart and persuasive tongue of the Mother, then Midnight probably would have been food for the buzzards. However, they learned quickly how harmless he was once he awoke.

For about three weeks the days seemed to roll by like tear drops. He was almost in a constant state of gloom and confusion, which could be quite expected of one who had been cast aside like a piece from a jigsaw puzzle. It was during the fourth week when he finally found the desire to venture forth into Equestria, maybe in the hopes of finding some kind of clue as to who he was.

The family was all too willing to help. Apparently the couple was quite sympathetic since they had a daughter who had wandered out into the world much like himself, though he seriously believed that she struck out on much better terms. Midnight rode with the father into Dodge Junction one early morning on a wagon that would later be filled with stock and supplies for the farm. The strange and quirky family left him with a parting gift; a canteen, a few loaves of bread, and enough money to make sure he wouldn't go hungry for a bit. Midnight did not ask for more, nor did he want to. They had done enough for him already.

Midnight felt awkward recounting the tale, but he could almost feel a weight lift from his shoulders.

"Amnesia? That's what you thought we wouldn't believe?" Midnight blinked at Alabaster's response.

"Yeah," Whisper said. "That isn't really unbelievable, Midnight."

"Hell, I remember a time back in Ashe-town when I knocked this one guy out. When he came to, he had forgotten everything that had happened in the last few hours. The bastard didn't even remember meeting me!" Alabaster laughed as he thought back on that particular gem. He had bought the guy a cold one and convinced him that they were cousins. Good times.

"Anyway," Whisper sighed. "What I'm curious about is how do you have a name if you couldn't remember who you are?"

"One of the farmer's daughters," he answered with a small smile. "She named me that. She said that I looked like some character that was illustrated in a book of folk stories."

The mare nodded, one question answered, but quickly followed up with another.

"What about your cognitive abilities? You don't have any problems with that?"

Midnight shook his head.

"No, I am able to speak and think just fine. I even know how to read and write. The only thing that's missing is who I am."

She contemplated this for a few seconds, thinking back upon when she used to accompany a medicine mare back in the Dragon Lands. They had seen many odd cases together, but nothing quite like what Midnight described.

"And that's all there is? Nothing else that might be strange?"

"Not at all," Midnight lied.

There were in fact some things that he thought would be better left unsaid. Like the weird dreams and the waking visions.

 _-and the voices-_

Midnight decided to write them off as a few odd quirks, mainly because he didn't want to frighten away two possible companions.

"What do you think about that, Al?" Whisper asked with a sideways glance. Alabaster frowned and gave a shrug.

"What the hell would it matter? I'm neither a doctor nor a counselor. Last time I checked, I'm better at causing problems than solving them… sorry, pal," he added quickly with an earnest smile.

The dark stallion nodded, understanding that Alabaster meant no harm. However, his posture seemed to droop in a sulky matter, much like a wilting flower. It wasn't out of sadness that he did this, but instead it was a habit for whenever begun to think deeply. A rather bad one in fact, as it was easy for others around him to mistake the gesture. Just like Whisper and Alabaster at that very moment.

Her eyes flashed pleadingly to Alabaster, begging him to say something. His hoof pressed lightly on his temple and he made sure to think hard this time about what he was to say.

"Look, Midnight," he paused. "It was Midnight right? I'm not getting that wrong?"

There was a small nod from the other stallion before softly adding, "Midnight Dreary."

"Oh, that's right. Look, don't get too down about it. There's no use in getting upset about something that you can't change. And believe me, there's not a lot you will be able to change out here in the middle of nowhere-"

Midnight looked up and met Alabaster's gaze. There was something very strange about the stallion that Alabaster couldn't understand. It wasn't anything bad, or he didn't think it was at least.

"-Why don't you put off giving this whole ordeal some thought until we get to Appaloosa, huh? Then you can do all the pondering you want on a nice, comfy bed."

"You mean,"—Midnight's eyes began to widen—"you don't mind me traveling with you two?"

"Of course not!" Alabaster looked at him as he had just grown a third eyeball. "Why would I care about you coming with us?" A shrug was all Midnight could answer with.

"Besides," Alabaster continued, "it's the least we could do since it's kind of our fault you're out here."

 _And because you're the only guy within the immediate area that has water to share._

That part was better left within Alabaster's mind. It would have earned a good thump to the back of the head from Whisper.

For what may have been the first time since he departed from the rock farm, the edges of Midnight's mouth lifted into a genuine smile. Sweet relief would have been a good start to describe the sensation that he was feeling.

This did not go unnoticed by Little Whisper. She saw the earnestness in his face and felt a surging wave of fondness for the dark pony. Midnight had managed to tug upon the strings of her heart, for Whisper and Alabaster both had been where he was now, in one way or another.

Although she wasn't sure what lay ahead for any of them, she found herself looking forward with renewed enthusiasm. Whisper quickly reasoned this was because she had made a new friend, which wasn't something that happened every day.

With overly long introductions out of the way, Alabaster suggested that they move on ahead for a bit to set up camp for the night. The idea of trudging through the night in that dusty countryside when they were already tired sounded atrocious. Besides, sleep was one of the few things free in the world. Why not enjoy it?

Little Whisper and Midnight Dreary thought it was a good notion as well and agreed quite eagerly.

* * *

The trio's "camp" consisted of three bedrolls stretched out on the ground. It wasn't much, but it sure did beat nothing. There were some nights where Alabaster and Whisper had nothing, and they were quite glad that wasn't the case anymore.

Midnight divvied some of the water in his canteen to Alabaster, but was quite surprised when Whisper turned the offer down.

"Are you sure?" Midnight asked. "You said that you lost your canteens earlier. If you have been traveling all day in the heat without them, then you should really have something to drink." He held out the canteen as if to punctuate his point.

Whisper felt touched by his concern, but she also knew that they were now treading down a slippery slope. This was a roadblock that she had danced around many times. However, that didn't make it easier.

"I guess you're right," she conceded, catching Alabaster throwing a glance their way as he straightened his bedroll. "I just wanted to make sure we had enough to last tomorrow."

"It'll be fine. Besides, you said it will only take half a day. We should have enough if we are careful." Midnight was very adamant that she have something to drink. He didn't want either of his new companions becoming dehydrated on the coming trek.

Whisper smiled weakly as she took the canteen from him and brought it up to her lips. It was a quick swig, but it would look real enough. She used her tongue to stop up the hole and keep any of the water from entering her mouth.

The water was foul to her, almost like what she thought sulfur should taste like. It took every bit of willpower to keep herself from gagging, but nonetheless, she completed the façade with a smile on her face.

"Thank you," she beamed. "Sometimes I forget I'm just as much pony as everyone else." Midnight nodded and replaced the canteen back into his saddle. This earned a little sigh of relief from Alabaster that went unnoticed by the other two.

 _That's my girl._

It didn't take them too much longer to settle down after that. The day behind them, along with the journey ahead, weighed down upon the trio like lead weight. They surely didn't need any help falling asleep. Well, Whisper and Alabaster didn't.

Midnight was just about to crawl within the depths of his bedroll, when something Whisper was doing caught his eye. She was already snuggled into her own bedroll, but had her hoof buried into the saddlebag that lay next to her.

He almost asked her what she was looking for when she withdrew a battered-looking stuffed pony. A wide grin tipped the sides of her mouth as she brought the plush toy into what looked like a monstrous bear hug.

"You carry a toy with you?" Midnight asked. Whisper looked up to him, still wearing her smile, and nodded.

"His name is Mr. Smiles! I've had him since I was just a little filly." Whisper paused to nuzzle the toy affectionately.

"Mr. Smiles here has watched over me while I slept for as long as I can remember, always protecting me from the dark!" Midnight raised an eyebrow.

"Why do you call him Mr. Smiles?" Whisper's grin only grew that much more. She lifted him up for Midnight to see better. Mr. Smiles had a faded green coat, a light purple mane, two button eyes, and a smile stitched across his muzzle.

"Because no matter how many parts of him I've had to replace and get repaired, never once have I had to fix his smile!"

"Come on, guys!" Alabaster groaned from his roll. "I'm trying to sleep here!" Midnight shared Whisper's smile for a moment before turning away to slide between the folds of his bedroll.

The party settled down fairly quickly. In only a few minutes, Alabaster's breathing would become heavy as sleep took him in a firm grasp. Little Whisper would fidget for a bit, turning over a few times to get comfortable. Eventually sleep would seize her next with her face buried into Mr. Smiles' soft mane.

However, as Alabaster and Whisper snoozed, Midnight laid wide-eyed and awake. Sleep would not come for him so easily... it never did. Instead he watched as the shadows of the night crept lazily across the dry earth, like fingers that were stretching outward to caress him.

Midnight screwed his eyes shut and did his best to think of something else. This did nothing to hinder what was to come.

 _The voices._

The stallion's breaths became shallow as the shadows began to whisper quietly. At first they spoke in voices that he didn't quite recognize. Their words were rushed in anger and were hard to understand. Eventually one voice flittered through the throng that seemed to stand apart from the rest.

 _"Those dang foreign bastards think they can just parade about like they own the place, scarin' the heck out of anypony as they so please. That one fella is lucky that the Sheriff sent 'em out before I could get my hooves on him…"_

Midnight's heart skipped a beat as he recognized that the voice belonged to the mare that attacked Alabaster. There was a muffled response to the mare that Midnight couldn't quite make out.

 _"Oh, I don't know, Oak. I guess I'm just a little worked up…. What?_ She paused for moment before laughing. _Hmmm, that might make me feel better. Best keep it down though, we don't want the others thinkin' I'm soft on ya!"_

A few brief moments later there was a fit of giggles and an odd slurping. Midnight's cheeks reddened under his dark fur.

 _PLEASE STOP, PLEASE STOP, PLEASE STOP, PLEASE STOP,_ reverberated within his mind like an explosion. The carnal sounds, along with the other voices, slowly began to ebb away like a dying echo. Soon things were quiet for him once more.

However, Midnight knew that they were not gone. Not completely at least. He knew that the voices laid in wait, waiting for him to will them back. If he could find a way to describe the strange experience, he would say it was like using the radio that was on the rock farm. The shadows seemed to act like a transistor of sorts, picking up all sorts of conversations and secrets to share with him.

Midnight remembered sitting up most of the night, listening to the farmer's daughters chatting and talking about ponies from the next town over. He didn't really think much of it at the time; in fact he rather enjoyed it at first. Almost as if he was sitting in on the conversation too. That quickly changed, however, when they started talking about stallions… Among other things. From that point on, Midnight did his best to distance himself from the strange ability. It worked for the most part. He never heard anything from the shadows during the day, though he never really tried to listen out for them. It's at night when they came the strongest. Unfortunately, he couldn't always just shoo them away like he did.

Midnight buried himself deeper into the cover of his bedroll, relishing the silence.

"That's right…" Alabaster muttered in his sleep. "Make it a double… oh yeah… just leave the bottle, Mac..."

Well, it was silent enough for him. Midnight would brood upon his situation for only a little longer. Eventually, he too would succumb to exhaustion.


	3. Chapter 3: From Dawn till Dusk

Morning came early for Midnight Drearier, and it came in the form of a heated discussion.

"I'm telling you, Wisp, there won't be one this far south! Maybe we'll run into one when we start making our way towards Manehattan, but I wouldn't hold my breath if I were you." Alabaster's voice was hoarse, and it pained him to talk. The cruel desert air wasn't being kind to him at all.

"All right," Whisper sighed, sounding far better than her friend did, "but you have to promise me that we'll stop by one when we finally make it to the big city. I've always wanted to go to a coffee shop!"

"Er... fine," he grumbled. "But I still don't understand why you want to go to a stupid coffee shop."

Midnight's eyes slowly opened to the sound of his newfound company. The first thing he noticed was that the sky was still dark. Stars shone like needle-sized holes on a black canvas. It must have been an hour until sunrise. The second thing Midnight noticed was how his aching muscles screamed in anguish. For a split second, he wondered if that angry mob from Dodge Junction had returned and trampled him in his sleep.

"Rise and shine, what's your name!" Alabaster called when he noticed Midnight stirring. "We have a long day ahead of us!"

Whisper shot him a dirty look as she stuffed her bedroll back in her saddlebag.

"Don't be rude, Al. His name is Midnight Dreary." Alabaster rolled his eyes.

"Whatever you say, just get moving! We need to start out before daylight."

Midnight wiped away the sleep from his crusted eyes and slowly pulled himself from the embrace of his bedroll. He couldn't help groaning as his legs and thighs throbbed painfully.

"What's the problem, Midnight Weary?" Alabaster asked, giving him a once over. The dark stallion took a shaky breath before answering.

"No problem, I'm just sore. It feels like I slept in front of a stampede." The way he was feeling, Midnight began to wonder if that was really the case.

Alabaster smiled in silent understanding. There had been many mornings where he had awoken in quite the same manner. It takes a hell of a pony to get used to sleeping on the cold hard ground, bedroll or no.

"Don't worry about it," he said warmly. "You start walking for a bit and you'll feel right as rain."

Midnight sighed, already dreading what lay ahead. The day was shaping up to be quite the drag. However, he tried not to give any sign of his ill disposition, and went about rolling up his bedroll with as much optimism as he could muster.

Within five minutes or so, the party was saddled up and ready to roll.

"All right, skipper," Alabaster addressed Whisper, "Do we have our heading?" Whisper beamed with an ungodly amount of enthusiasm.

"Yes sir! We be heading thatta way!" To Alabaster's satisfaction, she pointed in the complete opposite direction of Dodge Junction.

"Great," he sighed. "Well, let's get to it then."

* * *

Time crept by at a snail's pace for the travelers, and it was only marked by the drastic changes in the desert around them. The night sky slowly began to melt away, giving way to the crimson shades of dawn. Even the cool temperature started to rise as the sun made its ascension.

Alabaster shuddered as he watched the world around him, preparing for the day ahead. It wouldn't be long until the heat would be hot enough to boil blood.

 _Well,_ he thought hopefully, _at least I don't have black fur._

As if to confirm his thoughts, he glanced down at his own pale coat and then over to Midnight Dreary. He seemed fine now, but how would he stack up when the heat comes?

 _I seriously hope this greenhorn doesn't pass out on us. Today is going to be hell enough without me having to carry his ass._

Unbeknownst to Alabaster, he wasn't the only one thinking about Midnight. Little Whisper peeked around Alabaster's head every few minutes and studied Midnight curiously. However, she wasn't worrying about him keeling over. Whisper's head swam with numerous questions that she almost ached to ask. It wasn't every day that someone else traveled with them.

The early morning sky had turned into a blazing shade of gold when the silence between the three was finally broken.

"So Midnight," Whisper began, trying her best to contain herself. She absolutely loved getting to know people. "How did you get your name? You said that you were named after a storybook character, right? Did you get the chance to read that story?"

When Midnight didn't respond, Whisper started to wonder if she had said something that offended.

"No, I didn't," he answered softly, much to Whisper's relief. "She wanted to show it to me, but the book had been lost a long time ago when she was a foal."

Whisper nodded slowly and remained silent for a while after that. No doubt biding her time until asking her next question. She definitely didn't want to ask him too much at once.

"Wait, you never read the story that you're named after?" Alabaster chimed in. Midnight glanced at him before nodding his head.

"You should be careful then, my friend. This Midnight Dreary character could be quite the bad guy! For all you know, he's a rapist- **argh**!" Alabaster stumbled sideways a few steps as Whisper's hoof left an imprint on his white fur.

"What the hell did you hit me for!" he hissed.

"Because you're teasing him, Al!"

"Oh come on, you know I'm right! That girl could have easily named him after some Equestrian serial killer. I'm doing him a favor!"

Whisper squinted angrily at him, but he simply regarded her with a smirk. A smirk that quickly vanished once he noticed that she was readying herself to take another jab at him.

"Damn it, Wisp, you better stop- **ARGH**! That freakin hurts!" The desert air was filled with Alabaster's shrieks as the two ponies begin to tangle with each other.

What a great way to start the day.

* * *

The sun's shining face beamed down upon the barren land, sending out waves of heat that made the dry desert air feel like the inside of an oven. It was a scene that Alabaster knew quite well, mainly because it was the same kind of hellish condition he faced just the day before. The only difference today was that now he nursed a few bruises on his side.

Giving his stomach a delicate rub, Alabaster gave Whisper the stink eye as they pushed on. Whether she didn't notice or simply didn't acknowledge it was up for debate. She hummed away with a giant smile across her face, seemingly oblivious to the malevolent thoughts that were rattling around in Alabaster's thick skull.

Midnight observed all of this with a reserved smile. It was pretty obvious that the two were close. He concluded that their relationship must be one that had been built upon years of struggling and surviving together. The more Midnight thought about this, the more he realized just how alone he was in this short life of his. He held on loosely to the hope that there was someone out there that might have known who he was, maybe even in the town they were headed to now, but Midnight found it very hard to be optimistic while caught within the grasp of the blistering desert heat.

Almost two hours passed before the silence between the trio would be broken again.

"How long have the two of you known each other?" Midnight asked, feeling a tad awkward as he did so. A part of him wondered if there was some kind of protocol to follow when getting to know someone. It would sure make him feel better if there was such a thing.

Alabaster tapped his chin with the tip of his hoof, digging deep within the recesses of his memory.

"Well, let me think," he said, more to himself than anyone else. "I had just been chased out of the Cross Bend trading camp, so I was headed into the Eastern Swamplands to lay low for a while—that's where I bumped into Whisper... I'd have to say that was about three years ago. So yeah, three years now." Whisper's pleasant demeanor deflated like a dying balloon.

"It's four years, Al," she corrected with a frown. "We met each other four years ago." Alabaster looked at her as if she had just grown a third eyeball.

"Are you sure about that, Wisp? I could've sworn that-"

"Yes, I'm sure," she persisted. Whisper didn't know why, but she felt very aggravated at the fact that Alabaster would mistake something as important as that.

"Now wait a minute," Alabaster continued, much to Whisper's distress. "I need a little help here, because that means I'm missing a year."

"Do you really find it that surprising, Al? You spend all of your free time drinking. There's probably more gaps in your memory then there are potholes in Trading Route Six!"

"But a whole damn year!?"

"Four years, huh?" Alabaster and Whisper were snapped to their sense at the sound of Midnight's voice. "I guess I was thinking that the two of you had known each other a lot longer than that, the way you two seem so comfortable around each other."

Alabaster thought for a moment on that, and began to snicker.

"Well, sometimes it does feel longer than that. Don't it, Wisp?" Whisper rolled her eyes, but quickly smiled.

"Look who's talking," she jested. "It gets pretty tiring when your best friend picks a fight in every barroom from here to the next country over!"

Alabaster laughed and swatted at her with his wing. Though Midnight smiled along with them, the expression in his eyes was almost envious. He tried his best to push back the jealously that welled up, for he knew it would not help him at all. However, an idea did dawn on him.

Inky, the little filly that saw fit to name him, had been borderline obsessed with fiction, especially adventure stories and epics. Midnight remembered how she went on and on about the current book she was reading (it was something along the lines of 'Daring Do and the Forgotten Princess'). She had said that her favorite part of the book so far was when the main character, Daring Do, was sitting around a campfire with fellow travelers and telling them about all the spectacular things she had been through. She said that she liked it so much because it brought Daring Do closer to the other key characters in the story. Perhaps if he got Alabaster and Little Whisper to talk more about themselves, he wouldn't feel so apprehensive around them. _Worth a shot,_ he thought nervously. _I at least want to feel like I can trust them._

"After traveling together for so long, I bet the two of you have quite the collection of stories, right?"

His question hung in the air for a few seconds before it received an answer. Whisper studied Alabaster, waiting to see how he would respond, while Alabaster bit his bottom lip as he thought. For second or two, Midnight thought he had done something wrong. _Maybe I should have just let the idea slide._

"Stories," the white stallion echoed, the hesitation on his face suddenly melting away into a smile. "Of course! With all the trouble that we find, you better believe it!" That helped to put Midnight to ease, but not his curiosity.

"Maybe you could tell a few then?" He asked politely. "It would probably help pass the time, and maybe even make this blasted heat more bearable." As if to illustrate his point, a thick bead of sweat rolled right into his left eye. While Midnight cursed and rubbed at his stinging eye, Whisper stared a little harder at Alabaster.

"Yeah, Al," she said with a hint of uncertainty. "Why not regale us a few tales of our glorious misadventures?" Alabaster glanced over and gave her a very toothy grin.

"Now don't you worry your pretty little head, Wisp. I won't tell anything too _embarrassing_."

Midnight watched them inquisitively, not sure if there was something significant about the weird way they were looking at each other. It was almost as if they were trying to hide something. However, with a quick shake of his head, he put the thought out of his mind. If there was something that they didn't want to talk about, then it wasn't his place to pry. However, he would not soon forget it.

"But anyway." Alabaster looked back to Midnight, smiling. "Yeah, I guess telling a few stories wouldn't hurt."

Midnight nodded and stared at Alabaster eagerly. Biting his lower lip again, the stallion mulled over the last few years of his life, trying to remember his and Whisper's more memorable exploits. In truth, it really shouldn't have taken him so long. However, the heat made it rather hard to concentrate. Finally, after a minute or two, Alabaster was able to extract something from his thick head.

"All right, here's a story for you, Twilight-"

"Midnight," Whisper sighed.

"Whatever. So, this happened about a year ago… I think it was a year… anyway, that's not important. But me and Whisper here are heading to a little traders' post called Hobbletin. As we're heading there, we kind of run into a snag-"

Thus began a vicious cycle. Alabaster had forgotten how much he relished any opportunity to talk about the things he'd seen and done. That may be because the only person he'd ever shared them with is Little Whisper, and they already knew everything about each other. It also helped that Midnight was an extremely good listener. He never said a word during Alabaster's narration, save for the occasional question, and smiled politely whenever Alabaster would break out into laughter at a particularly funny part. Then again, that may be because Alabaster never really left room for another person when he spoke.

Once he finished one story, Alabaster would automatically be reminded of another one that was "even better!" Just as Midnight had said, time went by much faster. The hours were filled with tales of massive barroom brawls, angry landlords, vindictive poachers, and one overly curious transgender mare. Even the heat was kept at bay from Midnight's and Alabaster's minds.

However, out of all the stories that Alabaster would tell, he wouldn't bring up the one that Midnight wanted to hear the most: how he and Little Whisper had met. A few times, when Alabaster was catching a quick breather, the dark stallion had come close to straight out asking about it. But every time he came close, he felt his courage fail him.

Eventually, he decided to just put the thought out of his mind. It wouldn't really matter much once they got to Appleloosa. Alabaster and Whisper would probably be going their separate ways. For now, Midnight enjoyed their company, and that was enough for him.

* * *

The sun began nesting upon the western horizon as the day readied itself for a close. The long shadows that it cast made Appleloosa appear sleepy, as if it too was getting ready to make bed for the night.

Even though Appleloosa was very much a farm-oriented town like Dodge Junction, the two differed from each other for many reasons, the first reason being that Appleloosa was quite a bit bigger. Acres upon acres of tall apple trees stretched out to meet the setting sun. The supple farmland helped support a rather booming community that was double the size of Dodge Junction. The second reason was that Dodge Junction didn't have a pony like Braeburn to greet all of their newcomers.

The enthusiastic farm pony grinned widely at the trio who had just been wandering into Appleloosa's outskirts from the barren desert out beyond.

"Well howdy there, partners!" Braeburn beamed. "My name's Braeburn, and welcome to Appleloosa-"

"Yeah, Braeburn," Alabaster croaked, sweat gleaming down his matted fur. "Shut the hell up and get out of our way, please." The words struck like a punch to the face, turning Braeburn's smile completely upside down as the trio pushed past him.

"That wasn't very nice, Al," Little Whisper murmured, giving a cautious glance back to the shell shocked cow-pony. He was just staring after them, mouth agape.

"I did say please, didn't I?" Alabaster was too tired and too irritated to add his usual sarcasm. He glanced over to his left, and saw Midnight staring blankly at his hooves as he walked. The dark stallion made a heavy wheezing sound that must have been his pathetic way of breathing.

"Yo, Midnight." the sound of Alabaster's voice stirred Midnight from his groggy stupor. "You gonna be okay there?"

"I'm going to be sick," Midnight responded meekly, his gaze never lifting. Little Whisper, who seemed completely unfazed by the hell they had just left, peered over at her new friend.

"You think he'll be fine?" she asked Alabaster with worried, motherly eyes. Alabaster answered her question with one of his own.

"Wisp, we were born in the Dragon Lands, right? The very birthplace of fire itself?" She raised an eyebrow at him.

"Well, the whole 'birth of fire' thing is technically a matter of opinion."

"Damn it, Wisp, you know what I mean!"

"Yes," she said flatly, "we were born in the Dragon Lands. Why are you asking?" Alabaster sighed.

"I'm just wondering how this place can be so freaking miserable!" Whisper tapped her chin and thought for a moment.

"Well, this place is dry. Like, REALLY dry. At least it rains occasionally in the Dragon Lands. I remember some of the sailors saying that Southern Equestria is prone to droughts and heatwaves."

Alabaster shook his head and tried to let the topic slide. What really mattered now were the tall wooden buildings that laid only yards ahead. Even the shadows that were jutted out looked cool and inviting.

 _First order of business,_ he thought, _some hot food to stuff my face with._ His stomach growled in noisy agreement. He couldn't help but smile. _I know, buddy, I feel the same way._

It had been a long while since he ate a decent meal, but it had been even longer since he last took a bath. After fairing through a sea voyage and two desert treks, his once ivory coat was now masked by a light-brown layer of dirt, sweat, and other kinds of grime. It even obscured his cutie mark, making it appear more like a smudge on his rump. Thus, a bath would be his next target once his belly was full.

Much to Alabaster and Little Whisper's relief, the streets of Appleloosa seemed fairly empty. The few signs of life, aside from them, were the occasional farm ponies that were either making their way home or going to the bar. A pair of foals came bounding by the party with wooden swords in their mouths, each shouting vows of destruction upon the other. Little Whisper watched them, almost longingly, until a tired-looking mare poked her head out of a nearby window and called the two foals in for dinner. Whisper seemed to deflate a bit after that.

Alabaster, however, had never even noticed the children. A few blocks ahead sat a weathered building with wide swinging doors. Just above the entrance was the silhouette of giant mug. Alabaster was instantly enthralled. Unfortunately for him, it didn't take long for Whisper to follow his gaze. Not that he was being subtle about it.

"I don't think so," Whisper said sharply. "Not after what happened at the last town." Alabaster went sheepish, like a child who had just been caught with his hoof in the cookie jar. Little Whisper was probably the only pony alive who could make him act in such a manner.

"Oh come on," he laughed, almost nervously, "drinking wasn't what got us in trouble last time."

"No," she agreed, "but you do attract a lot of attention to yourself whenever you drink, and we can't really afford any attention right now, Al." Reluctantly, he nodded. He knew she was right, but that didn't make it any easier to keep walking once the bar was finally at their side.

"Besides," Whisper continued, "you don't need booze right now. You need substance!" Alabaster grumbled something too low for her to hear, but she didn't pay any mind to it.

After a few minutes of walking, the trio eventually managed to find the town inn. It had been a while since Alabaster had been so glad to see such a rickety old building. The Happy Apple Inn was a longstanding part of Appleloosa, and one could tell from a single glance. However, despite how gruff and beaten the inn appeared, it had been built to last. And it did just that.

Alabaster was just making his way up the front steps to the inn when a voice suddenly called out to him.

"Whoa there, Sunny! Let me have a word with ya'll before ya go in!" _If it isn't one thing, it's another._

With an exasperated sigh, Alabaster turned alongside his companions. Behind them stood a stout stallion who, at first glance, appeared to be like every other cow-pony they had encountered. Alabaster regarded the stallion's stereotypical handlebar mustache, oversized hat, and brown vest with a calculative flicker of his eyes. Then that's when he noticed it, the glint of a tin star pinned to the stallion's vest.

 _Oh, damn it all…_

"What can we do for you, Sheriff?" Whisper asked with a politeness that Alabaster wouldn't have been able to find. The law-pony looked her up and down, almost skeptically.

"Just want ya'll to take a walk with me over to the jailhouse for a bit, so I can talk to ya'll in private." Digging his teeth into the tip of his tongue, Alabaster struggled to keep his mouth shut.

"I don't understand, is something wrong?" The sheriff shook his head.

"No, nothing like that, little missy. Just want to properly greet Appleloosa's newest visitors is all. Make sure ya get a good first impression."

 _Right… and a jailhouse is the perfect place to make first impressions._

Whisper looked at Alabaster, her green eyes obviously pleading that he not do something stupid. It seemed that there was nothing to be done about it then. The thought of spending another day trudging through the scorching desert seemed a lot worse than humoring an authority figure.

 _But oh, how authority figures make me feel chafed,_ Alabaster thought with a glower.

* * *

The sheriff's office at the back of the jailhouse was hot, stuffy, and reeked of cigar smoke. Midnight Dreary felt as if he would choke on the air because it was so thick. It was a wonder how anyone could spend more than a few seconds in such a place, let alone work here. Yet the sheriff sat comfortably behind his desk as if he was right at home. A fat cigar hung between his lips, billowing out clouds of smoke that seemed to frame his chiseled face.

The sheriff surveyed the travelers each in turn, his gaze lingering the longest on Midnight's blank flank. It was all Midnight could do not to shift under that steely gaze of his. He was thankful when the sheriff's attention eventually moved over to Alabaster.

"Ya'll can relax now. I said there wasn't any trouble." Though he spoke reassuringly, it did nothing to put anyone's worries at ease. Alabaster was forcing back a scowl and Little Whisper's smile was paper thin.

"Then do you mind telling us why we're here?" Alabaster asking hotly, his eyes level with the sheriff's. The sheriff exhaled, letting a puff of smoke roll out.

"Ya'll the ones who drifted through Dodge Junction yesterday, aren't cha? Them outlanders?" The question brought silence. Whisper's smile fell and she felt butterflies tickle her stomach. Midnight began to shrink back, as if he was fearful that the sheriff's words had poisoned the air. The only one undeterred was Alabaster.

"And why do you ask that, Sheriff?" The sheriff stared at him for moment before answered.

"Because yesterday, I got a message from the sheriff over there, tellin' me to watch for some drifters that rolled in from the East. He said that they were up to no good, so he sent them on their way. Guess he thought I'd like to know in case they decided to come this way." He paused to tap the cigar over a cracked ashtray.

"He also gave a pretty good description of them. Pretty good indeed."

Alabaster ground his teeth in frustration, trying his best to keep composed. It seemed to him that they'd never be able to get ahead. They hadn't even been in Appleloosa for twenty minutes before the law had come looking for them. How was someone supposed to start over when things like this kept happening?

"So," Alabaster said venomously, no longer holding onto the hope of fooling the lawpony. "Where does that leave us then?" Much to his annoyance, the sheriff took his sweet time puffing on his cigar before he responded.

"It don't really leave us anywhere. I honestly got no problem with yer kind passing through." The look of bewilderment on the trio's faces gave the sheriff no small amount of pleasure.

"W-wait a second," Whisper stuttered. "Then why bring us to a jailhouse? We thought we were in trouble!" The expression of confusion was gone from Alabaster's face, and instead it was replaced with anger.

"Yeah, I'm wondering the same damn thing."

"Well,"—The sheriff began to smile.—"Part of it is because I can be a bit of a jerk at times. If ya couldn't tell from the empty cells outside, Appleloosa is on the lackin' side of criminals. Very rarely do I get the opportunity to hassle folks. It's all in fun though, really."

"And the other part?" The smile vanished as quickly as it came.

"Because had I to warn ya'll, before ya went and did something foolish. Such as makin' it known that yer not from… around."

"About that," Alabaster said hotly. "What the hell does everyone around here have against outlanders, anyway? When we started saving up to come over here, we were under the impression that Equestria was welcome to anyone!" The sheriff gave him a look that was almost empathetic.

"Ya'll thought wrong, boy. Ever since that darn Tirek character tore Equestria a new one a few months ago, yer kind hasn't been sittin' well with anypony here in Equestria."

"But why?" Alabaster didn't like where this was going. "None of that crap had anything to do we us!"

"I'm afraid it does," he sighed. "Has to do with him bein' one too; an outlander that darn near destroyed the kingdom. It's because of him that there's a blight on this country, like a spot of dying grass in a pasture. You don't know it, but there were many ponies that lost lives and livelihoods when that bastard tore through here…"

He stopped for a moment to take a long drag from his cigar, the cherry glowing just a bit brighter. An overcast fell over his eyes, making them as dark and cloudy as the smoke that escaped his lips. Then, with an exhale that was more of a sigh, he gave a short narration of the horror that befall Equestria during Tirek's short rule.

It took him only a few minutes to tell the story; although, almost all of it were bits and pieces that he had heard from others who had been passing through Appleloosa from the North. Horrible things of trains derailing when their conductors collapsed, taxis crashing everywhere in the busy cities, house fires that no one was able to extinguish in time, and other grisly accidents that left many ponies maimed or worse.

Once the sheriff finished, he snuffed the cigar out in the ashtray, almost abrasively. Emotions were rising in the aging stallion, and he was trying hard not to let it show. It wouldn't do to have these strangers see him in such a manner. Whisper, who was now even more lost for words, saw this, but didn't give any rise that she had.

"Look," Alabaster started slowly, trying to sound as courteous as possible, "I'm sorry all that crap happened. Really, I am. It sounds downright disgusting. But I don't see why that has anything to do with us. I mean, it isn't like we're going around sucking people off and trying to score some soul juice!" Whisper's cheeks went cherry red.

"That ain't the point, boy! Because of him, almost everypony in Equestria thinks ya'll outlanders are monster bent on destruction! And honestly… I don't rightly blame 'em. You outlanders are of a rare quantity. And I do mean [rare]. Heck, even the sailors and traders from out beyond don't stay longer than they have to. Not anymore." The sheriff began to lean forward, his brow creasing as he squinted at them.

"But you fellas—the ones lookin' to settle here—ya'll bring something that nopony in Equestria is ready for yet. And that's uncertainty. Do ya'll see what I'm getting at?" The trio shared a quick glance amongst themselves, but didn't respond.

"Nopony in Equestria knows much about the lands that lay out beyond, or about the ponies who live there, except that they are dangerous. And why should they? We've been livin' just fine without givin' too much thought to what's goin' on out in the world. Well, that is… until recently…"

His words trailed off and a somber expression came over his face. Slowly, the sheriff sank back into his chair without another word. The room fell silent after that, and wasn't lifted until after Whisper managed to find her voice.

"Why would you tell us all of this? Not that we aren't grateful!" she added quickly. "It just seems that from what you've told us, no one else would do such a kind thing…"

"You're right," he answered wistfully. "They wouldn't… tell me, how old are ya'll? Ya seem pretty young. Not much more than yer mid-twenties, I'm guessin'." As taken aback by the sudden question as they were, eventually Alabaster and Little Whisper nodded slowly. The question rolled past Midnight without any response, but if the sheriff noticed he didn't show it.

"Yeah," Alabaster said carefully, "I'm twenty-three and she's twenty-two."

"I thought as much." the sheriff shifted in his seat as he spoke. "Ya'll are about the same age as my daughter, Celestia bless her. That darn girl always had such a knack for healin'. Even studied up there at the School when she was a foal. It was always her dream to go out and help ponies in need…" That went over their heads completely, but none of them dared to interrupt him. The sheriff's eyes went sorrowful once more, but now Whisper was not the only one to notice it.

"And right now, she's more than likely stuffed under the deck of some blasted trading ship, probably not unlike the one ya'll came over here on, off to the Dragon Lands… Darn girl thinks she can save the world." Alabaster and Whisper's eyes grew wide as they made the connection.

"S-she's a Scholar going to help the tribes, isn't she?" Whisper asked, already knowing the answer. "We noticed a number them, the last few months they were there. She's very brave, sir, if you don't mind me saying." Alabaster nodded his head, slowly.

When dragon clans battled each other, nothing was safe. But right now, the dragon clans weren't just fighting. They were at _war_. This was the main reason Whisper and Alabaster had tried so hard to leave the country. Every night the horizon would be set ablaze with dragon fire as the horrid beasts clashed in the distance, lighting up the night sky as if it were day. The wave of flames had already consumed most of the western lands, sending caravans and pony tribes alike fleeing for their lives. Sadly, few were fast enough to outrun the wrath of warring dragons.

"She is." The sheriff's eyes narrowed. "But as to yer question… I guess I'd like to think that there's somepony out there who'll look out for her, just as I'm lookin' out for ya'll now. Call it karma, I guess-"

"You don't have to explain," Whispered assured him, this time smiling earnestly. "And thank you, really."

"Don't be thankin' me, missy. Ya'll still might have a hard time yet, here in Appleloosa." Alabaster squinted warily.

"What's that supposed to mean?"

"It means that I know ya'll came to Appleloosa lookin' for work. Only problem with that, there is none. If ya'll had been here a few months ago or so, ya might have had a chance of workin' at the apple farm. But right now the farm is about up to its ears with workers."

"You're absolutely sure?" Helplessness was a feeling that Alabaster was rarely familiar with, but at that moment, he knew it well. He knew that their savings could only take them so far, especially if they were staying in inns without bringing in any income.

"I ain't lyin', sunny." Alabaster flinched at the name. "I've known everypony in this town since I was a little foal. I could even name them all if I had to, right down to their foals! And let me tell ya, there ain't nopony lookin' for an extra hoof right now. _Nopony_. With the new taxes those damn nobles have laid out, yer gonna be hard pressed to find anypony willin' to spend more bits than they have to."

 _Damn it! It can never be simple, can it?_ As if the sheriff had read his thoughts, he gave the pegasus a sympathetic smile.

"But don't worry, ya'll wouldn't want to work down here anyway. Smalltown folks ask a lot of questions when somepony lingers for too long, questions ya'll would do well to steer clear from. Besides, there's a place up a little north from here that I know will more than likely have somethin' for ya, if yer willin to do some _hard_ work."


	4. Chapter 4: A Friend of Mine

The sun was nearly hidden under the horizon when the trio finally exited the jailhouse and trotted into an empty street. As the door closed behind Midnight, the sheriff could be seen in his office lighting up a fresh cigar. Alabaster had only made it a few steps out the door before Whisper was at his side.

"Not out here," he said suddenly, before the mare had a chance to say anything. Troubled thoughts amassed in Whisper's head like storm clouds, and he knew it. In all honesty, the encounter with the sheriff left him feeling none too different. Despite that, he did his best to give Whisper a reassuring smile.

"We'll talk at the inn, all right?" Little Whisper nodded and smiled back. Even though the street seemed void of other life, Alabaster wouldn't feel comfortable discussing the matter at hand without being behind a nice, locked door.

 _But first things first_ , he reminded himself, turning to face Midnight as he trotted up. Even though the dark stallion had actually been decent company, Alabaster knew that this moment had been coming all day. Amnesia or no, having him around was a variable that none of them could risk. [i] _Better do it now and get over with quickly._

"So… Midnight…" he started awkwardly. "We need to talk real quickly."

Subtly didn't suit Alabaster at all. Midnight Dreary knew very well what was coming next. The thought of their departure had not been far from his thoughts for most of the day. Now, in the heat of the moment, Midnight found himself feeling quite indifferent to the matter. _It was an inevitability_ , he had reasoned. However, he knew that this would put him right back to square one. Which was nowhere.

Midnight Dreary wasn't the only one who read Alabaster's intentions. Whisper's eyes widened and her heart vaulted for her throat.

"Look," Alabaster continued, "I think it's time-" The words turned into a loud grunt as Whisper shoved her shoulder into his side and sent him over a couple steps.

"Give us just a moment, Midnight!" Whisper called to a confused looking Midnight as she pushed Alabaster out of earshot.

"The hell's your deal!" The words came out as a hiss as Alabaster glared down at her. "You hit me right where you left those freaking bruises!"

"Look, Al," Whisper began, thinking carefully about what she would say, "I know what you're about to do, but I have something to say first." His brow furrowed and his eyes flickered over her suspiciously, yet he held his peace. She hoped that was a sign that he would listen. Maybe…

Biting the tip of her tongue, Whisper couldn't quite find a good way to word what she needed to say. So, she quickly settled with the direct approach. Perhaps it would even catch Alabaster off guard.

"I think we should invite Midnight to travel with us," she dropped the bomb as gently as she could. The look on Alabaster's face was that of a person who had just succumbed to a stroke. Whisper was just about to check his pulse when he exploded.

"Are you serious?" he half whispered, half shouted. "Because you can't possibly be serious! You must be having some kind of reaction to all that cigar smoke or something!"

"No, you have to listen to me, Al. Just for a- quit it!" Alabaster's hooves had begun poking and prodding around the braids of her mane, feeling to see if her head had a soft spot.

"I'm perfectly fine, Al! Will you just hear me out?" He dropped back to all fours and stared confoundedly at her.

"Fine," he grunted, "but I hope you start making sense pretty quickly, Wisp, and I do mean really quickly."

"Okay." The mare grudgingly adjusted her tangled braids as she spoke. "I know that it must sound crazy, but we can't just leave that poor stallion all on his own."

"Why not?" Alabaster asked curtly. Those green eyes began to burn into him like a spotlight.

"You heard his story. He doesn't even know who he is! Could you possibly imagine what that's like, to be lost in a country with no idea who you are or who to trust? At least we have each other, Al. He doesn't have a thing in the world except for the saddlebag on his back." She took a breath for dramatic effect. "If we leave him now, it would be just like leaving a little foal alone to fend for himself."

"Yeah, I don't think that guy is a foal, Wisp-" He was silenced by the look on Whisper's face, which clearly said 'stick a hoof in it!' Somehow the tables had been turned, and now it was Alabaster's turn to be the prey.

"L-look here, Wisp," he stammered, wondering when and how Whisper had become the aggressor. "Y-you don't even know this guy. For all we know, that tale about amnesia and junk was a bucket full of shit."

"It wasn't." The tone in Whisper voice was definite and firm. "He's lost, Al. I can take one look at him and see it." Alabaster dared a squint at her.

"You were doing that 'creeping' thing again, weren't you? I told you not to do that crap! It freaks me out…" Whisper sighed and rolled her eyes.

"That's not the point! The point is that I refuse to let us abandon him, not when he has nowhere else to go. It. Isn't. Right!"

"All right then… but why him? Of all the strays we've been in the mix with in the past, why are you pulling to take in this one?"

Whisper couldn't quite put into words what it was she felt whenever she looked at Midnight. Most people were an open book to her and Midnight was no different. However, when she looked at his pages, she saw a story not too much unlike her own; she saw sorrow and confusion. Even when he smiled and conversed with them earlier, she noticed it still, like a dark cloud looming above his head.

"I guess because, when I look at him, I see myself… back when I still lived in the swamplands…"

 _Oh, damn._ Though discussion of Whisper's time in the swamplands was never brought up much, Alabaster knew well that it was a dark time for her. She had spent most of her childhood clinging to life in that dark and horrendous place, searching for the hive that had long left her to die. Mainly it was Alabaster who wouldn't hear any talk about it. The thought of his only friend being marooned in that hellhole was too much for him.

"You really think he's that bad off?" Whisper nodded earnestly. Alabaster ran a hoof through his mane and ground his teeth in frustration. It had been a long time since he had seen his friend so persistent about something. _Can't believe I'm even considering this…_

"Fine," he sighed, his will caving like a house of straw. "If you really think his situation is so dire and if he wants to tag along, I guess I'm fine with it… for now." Whisper's smile almost threatened to split her face in half.

"You mean it?" she blurted, no longer trying to maintain any level of subtlety. Alabaster nodded reluctantly.

"Oh, thank you, Al!" she squealed, pulling Alabaster into a neck-breaking bear hug. "I promise, you won't regret this!" _We'll see about that…_

"Just remember," he wheezed as Whisper's embrace crushed his windpipe, "he's your responsibility. That means clean newspapers and fresh water every day." Whisper laughed as she released Alabaster and turned to head back to Midnight, almost skipping along as she went.

Though the sight of Whisper's joy pleased Alabaster more than he cared to admit, he couldn't help but feel troubled as he watched after her. His thoughts churned in his head like a restless ocean and his stomach felt tight and cramped. _Damn her,_ he thought. _What exactly did she see in him that would make her act like this?_ The idea that she might not be telling him everything popped up, and Alabaster felt a twinge of shame when he did not immediately dismiss it.

 _Whisper knows what's at stake,_ he concluded. _For now, I'll just let her have this and trust that she knows what she's doing._

The pale stallion took a moment to scrounge up a smile that could just pass as sincere before following his overjoyed companion.

* * *

Midnight watched listlessly as a grinning Whisper bounded to him with a not-quite-so-happy Alabaster in tow. Though the two had spoken in whispers from a distance, it had made little difference for the quiet stallion. The shadows spoke to him softly, and they spoke in the hushed voices of Little Whisper and Alabaster.

Truthfully, he had never intended to listen. Midnight screwed his eyes shut and tried to push the invading voices from his mind. However, the shadows proved to be as persistent as the gnats and flies that had pursued him all day.

"Midnight, we have something we'd like to ask you," Whisper beamed, wasting no time at all.

"Something _Whisper_ would like to ask you," Alabaster corrected, his smile faltering for a moment. Midnight could tell that he was forcing his enthusiasm.

"Whatever," she giggled, barely able to contain herself. "Anyway, we talked it over for a bit and decided that we'd like you travel with us for a bit longer. That's if you want to, of course! We just thought that with your… _condition_ , you might feel safer staying in a group for a while." Little Whisper was almost bubbling over with excitement as she spoke.

For a moment, Midnight had no idea how to respond. If it wasn't for the damnable shadows he might have actually been surprised. Almost timidly, Midnight looked to Alabaster and asked, "You both will have me?"

"Of course!" Alabaster answered hastily. "Leaving behind a guy who doesn't even know who he is or anyone else would be like… abandoning a foal!"

 _That was not the tone you were singing a moment ago,_ Midnight thought glumly. He didn't blame Alabaster in the least bit for that. The hotheaded stallion was simply looking out for his friend and himself.

It took only seconds for him to come to a decision. Midnight had only a meager amount of bits in his saddlebag and no one to turn to for help once that was gone. If he struck out on his own, then he would be no better than a tumbling leaf trapped in a rainstorm.

"Then yes," he answered at last. "I would very much like to remain with the two of you… For as long as you'll have me, at least-" A squeal of delight cut him short just as two powerful legs pulled him into a neck-breaking embrace that left him gasping for air like a beached fish.

"Yeah, she's kind of clingy today," Alabaster quipped. "Yo Whisper, I think he's trying to say 'uncle'! It wouldn't do at all if you killed him before he realized what kind of mistake he's made."

"Oh!" Whisper exclaimed, her cheeks turning a light shade of crimson. "I'm so sorry! Guess I just got a little carried away…"

"It's fine," Midnight croaked, rubbing his throat. "You just caught me off guard is all."

This time the smile that Alabaster wore was genuine, as was his laughter. "Oh, you two are just precious! But if you're done strangling everyone, Wisp, I'd like to try going into the inn again before anyone else decides that they have business with us."

The blooming blossoms on Whisper's face deepened and her gaze grew sharp on her old friend, but she decided to remain silent as she fell in behind him. Midnight did the same, though he felt a little awkward doing so. He had been at their side all day, enduring the bitterness of the desert right along with them, but now he felt something that he had not before. He felt almost hopeful.

* * *

When you've seen one inn, you've pretty much seen them all. Or at least, that was Alabaster's opinion. As it turns out, the Happy Apple Inn was no different. The front door lead to a quaint little parlor that was nearly empty except for a dusty sofa propped up against the leftmost wall and a worn-out rug laid limp like a dead animal on the hardwood floor. Heavy drapes drooped over dirty windows, blotting out any light that would chance its way inside. _Yep_ , Alabaster concluded. _I've still seen them all. Go figure._

At the reception counter sat a portly little stallion that was nose deep in a magazine. A fat hoof scratched at his receded mane-line as his glazed eyes slowly scanned the magazine's colorful pages, never once looking up to acknowledge the newly arrived ponies. As the party approached the counter, Alabaster glanced at the magazine and was just able to make out numerous images of a stocking clad mare that lounged seductively on a heart shaped bed. _Good to see innkeepers don't change that much either._

"Hey pal," Alabaster said when the stallion failed to notice them. "We'd like a room, please." The innkeeper looked up with a start, his brown eyes wide.

"W-what!? C-can I do something for ya, son?" Alabaster blinked, slightly taken back by his response.

"We'd like a room," he repeated sharply.

"Oh, right! I do that, don't I?" The question actually sounded sincere and it earned a raised eyebrow from Alabaster.

"Yeah buddy, you do… So, how much?" The fat pony studied him quizzically for a moment or two, almost as if Alabaster had just spoken in another language. Finally the question seemed to click.

"Oh! Well, that depends of what yer lookin for."

"All right then… We just want the cheapest room you have with a bed and bath."

"How long ya lookin at stayin?"

"Three nights." The innkeeper nodded slowly as he tried to figure up the numbers in his head.

"That'll be… uh… Fifteen bits? Yeah, fifteen bits." Alabaster eyed him suspiciously. He wasn't sure if he should trust this pony with his money or not.

"You sure it's fifteen bits?" He asked. The innkeeper nodded again, this time quicker. Alabaster shrugged and pulled out the proper coinage from his saddlebag. It took the innkeeper a minute or two to count the pile of coins, but eventually he scooped them up and gave Alabaster a wide grin.

"Thanks fer chosen the Happy Apple, sir! Give me just a moment to grab the key." He swung around in his chair and started shifting through a tangled group of keys that all hung from a single metal hook.

"Pleasure's mine," the pegasus said quietly, watching the innkeeper with a mixture of fascination and confusion. Then he remembered something.

"One more thing, pal, do you know anyplace that sells cheap food?" The innkeeper spun back around, key in hoof, and stared blankly at Alabaster before answering.

"Oh, cheap food? Well, you could try goin' to see old Sour Apple!" He then pointed somewhere off to Alabaster's right. "She runs a little kitchen in the back of this place. Usually she just cooks fer ranchers who come in durin' lunch, but I'm sure she won't mind cookin' fer you folk too."

Alabaster followed his fat hoof and found an old wooden door that lead further into the bowels of the inn. _Well, that's mighty convenient._ He was rather relieved that they wouldn't have to risk venturing the streets again.

"How late does she keep the kitchen open?" Alabaster pocketed the key as he spoke.

"Probably won't be closin' fer another hour or so… I think… Today's Saturday, right?"

"Er… No, it's Monday."

"Oh that's right! Then yeah, she'll be closin in about an hour and a half."

"Right… Well, thanks a lot, pal." The innkeeper nodded just before diving back into the magazine once more. _I hope everyone else in this town isn't like this guy. Otherwise, stroking out in the desert may not be that bad of an alternative._

"Well," Whisper said once Alabaster had rejoined the group. "That was… something else." Midnight nodded, his deep blue eyes watching the oblivious innkeeper cautiously.

"You're probably headed off to get some food, right?" Alabaster opened his mouth to answer her, but was cut off by a loud grumbling from his stomach. It sounded more like a growling bear.

Whisper giggled. "All right, I hear you! Just leave me the key before you go, please."

"Sure thing, Wisp." The keyring that Alabaster handed her had a white tag attached to it, the letter 'eight' scrawled upon it in large hoof-print. Midnight watched her begin to ascend the stairs with concern in his eyes.

"You're not coming with us? Aren't you hungry?" Whisper froze in her tracks, hoof dangling inches from the next step. Her eyes went wide and fearful as she struggled to think of an alibi of some kind. However, the panic only lasted for the measure of a heartbeat. When she turned to Midnight, she did so with cool confidence.

"I am, but the heat has done quite a number on me –Woo!" She raised a hoof to her head and feigned faintness. "I just need to go up and lay down for a bit before I eat something. Besides, Al knows what I like. Isn't that right?"

"That's right," Alabaster said in beat, smiling innocently. Midnight didn't seem convinced though.

"Truly, I'll be fine," Whisper insisted as she shooed them away with a dainty hoof. "You two go on ahead." With that, Whisper continued her climb until her rump finally vanished from view.

Alabaster nudged Midnight along when he noticed the dark stallion wasn't moving. "Come on, Midnight, Let's go get some eats." Then he gave the innkeeper a furtive glance.

"And let us pray she isn't as sodden headed as that poor bastard." Midnight allowed himself to fall in line behind Alabaster, but not before casting one last glance at the stairs, solemnly.

* * *

Sour Apple's little 'make shift' restaurant was scarcely bigger than the inn's lobby. Five round tables were crammed into the room, all were empty save for one. The table in the far off corner seated three weary looking stallions who chatted away idly as they nibbled at their food.

"You two just gonna loaf around all evenin', or are ya wantin' some grub?" Toward the back of the room was a small service window that opened up to a hidden kitchen. Sticking out of the window was the head of a disgruntled mare that could easily have been three times Alabaster's age. _I take it that's Sour Apple._

Drawing closer to the shouting mare, Alabaster put on a polite smile that quickly became a lopsided cringe of disgust. The old mare's apple red mane and coat had long faded a few shades lighter. However, what had startled him was the fact that the mare had more wrinkles than a broken egg had cracks, each crease of her papery skin appearing as if it had been painted on by a heavy hoof. _Good grief, the bags under her eyes look larger than my saddlebags!_

"Ugh… hey…" Alabaster fought to stay focused, but the pure ugliness of the haggard mare distracted him like a light being shone in his eyes. "I'll have-"

Sour Apple's raspy voice cut in, "You'll have whatever I'm cookin', how's about that? Just tell me how much ya want." Alabaster found himself lost for words. Like a dying fish thrown from water, his mouth hung open and closed repeatedly. Before he could respond, Sour Apple's bloodshot eyes moved to the stallion hiding behind Alabaster. Her lips parted and revealed a toothy grin.

"Hey there, cutie," she said flirtatiously, batting her eyelashes. "Maybe I ought to be servin' you up instead, as sweet as you look. Nay, I should just take ya home and keep ya all to myself. Why, I'd make a three course dinner out of ya! What do ya think about that?"

Midnight's flesh began to crawl under the mare's hungry gaze while Alabaster was trying to resist the urge to gag. The horrific images that flooded the pale stallion's mind were not ones he ever wanted to revisit. _Ever._

"I-I think we'll j-just take three of whatever you're cooking, m-ma'am." Sour Apple looked back to Alabaster and gave a disappointed **tsk**.

"Today's special is grilled cheese sandwiches, sonny. Ya still want three?" He nodded timidly. "All righty, then that'll be three bits." _Well, the food is cheap at least._ Alabaster deposited the bits and Sour Apple swiped them up with greedy hooves, as if expecting the traveler to change his mind. With coin in hoof, the old mare vanished behind the window, but not before giving a sly wink to Midnight. It was then Alabaster's turn to squirm.

There was the loud clatter of cookware as Sour Apple set out to fill the traveler's order. Seconds later, the hissing of a frying pan filled the air with the promises of food. Alabaster's stomach rumbled and growled at the wonderful sound, demanding that it receive sustenance immediately. Shifting impatiently from hoof to hoof, he prayed that it wouldn't take too long for the sandwiches to cook. A stallion's ravenousness could only be contained for so long.

A few minutes had passed when he heard a loud click. The hissing ceased and Apple Sour returned to the window seconds later with a small takeout bag clutched between her teeth. Alabaster took a whiff of it and was greeted by the scent that could only have been described as celestial. A couple of times before in the past he had tried a few cheese sandwiches, but none had come close to smelling as good as the ones that Sour Apple had made. Then again, he was one _really_ hungry pony.

"Here ya go," she struggled to say, the bag almost slurring her speech. _Well, damn it._ With a stiff upper lip, Alabaster did his best to take the bag without making contact with the prune-y mare. With the bag merely inches under his nose, the delicious fumes radiating from the sandwiches made his head swim.

"Before ya go, sonny," Sour Apple brushed back a few stray locks of mane seductively. "Tell that friend of yers not to be a stranger, ya hear? Sour Apple may be old, but she knows fixins to keep a young stallion satisfied."

Alabaster couldn't bring himself to respond, not without possibly killing his appetite. With a brisk nod, he turned around and discovered that his companion had traded his place in line for a seat at a table that nearly hugged the wall opposite of Alabaster. _Can't really say that I blame him._ He trotted over and placed the bag in the middle of the table.

"Well buddy, time to eat up," he said, sitting down in a rather rickety chair. "And as awkward as that was, I hope these damn things are worth it." Inside the bag, the sandwiches were individually wrapped in large paper napkins that had become stained with hot butter and melted cheese. They each took one and tore into it. Although, Alabaster did most of the "tearing". To both of their relief, the sandwiches were well worth the uncomfortable encounter with Sour Apple.

"Just so you know," Alabaster said between mouthfuls, pausing to savor the taste of the gooey sharp cheddar. "If you're going to be rolling with us, you're going to have to pull your share of the weight. That'll mean working whatever kind of job gets thrown our way."

"Don't worry, I am prepared to." Midnight's gaze remained down on his sandwich as he spoke. Alabaster studied him for moment, watching as Midnight took modest, almost dainty, bites from the corner of his sandwich.

"That's good," He said, nodding. "Because an extra set of hooves could really help us earn some extra bits. We'll definitely need it with the extra mouth to feed." Midnight stopped mid-bite and raised his head to look at Alabaster with unexpressive blue eyes.

"Are you worried that I won't do my part in the group, Alabaster? Because I can assure you that I intend to do everything I possible can." Alabaster shrugged and scratched the back of his neck.

"It's not that I'm worried about you freeloading. We can just kick you to the road if it comes to _that_." For some reason, that didn't sound too comforting to Midnight. "It has more to do with the fact that our little motley crew now has a plus one. This may come as a bit of a shocker, but we don't exactly make new friends everyday, let alone have someone new join up with us. Heck, take what happened in Dodge Junction for example… Anyway, it was just something I felt needed to be said, so I said it."

Unknowing of how to respond, Midnight resigned himself to return to nibbling at the sandwich. The cheese was already beginning to cool, becoming thicker and chewier than it had been a few moments ago. If he didn't want a cold sandwich on his hooves, he would have to up his pace.

In truth, Midnight couldn't blame Alabaster for being cautious. The world weary traveler was simply playing the protector, no doubt a role that he had become quite accustomed to. But there was something else too, something that was going unsaid. Midnight saw it in the quick glances that Alabaster and Little Whisper shared, a secret that flickered like a flash of a lit candle across their eyes. However, if Midnight's suspicions were correct, then why did Little Whisper try so hard to persuade Alabaster to let him continue traveling with them? If there was an answer to this, Midnight could not see it. For now, though, he was content with knowing that he had found a small place for himself in this strange country, despite how risky it might turn out to be.

As the Midnight brooded, Alabaster's ears prickled. The silence that followed their conversation amplified the heated words of the ranchers from across the room.

"I'm tellin ya, it _was_ bandits," he heard one of the ranchers say through a mouthful of grilled cheese. "How else would ya explain two wagons full of cherries being turned over and burned up?"

"And I'm tellin ya, yer stupid," the other second rancher hissed back, scowling as he leaned forward. "I hate to say it, but Jubilee's boys are pullin' the wool over her eyes if they sayin they were attacked!"

"That's just it, they can't find any of the fellers that were pullin' the coaches! Four workin' ponies just vanished, like a fart in the wind, and all that's been found were those burnt wagons!" The second rancher's expression turned wary.

"Then what the hay happened to the cherries? Jubilee's wagons carries over a hundred thousand of them suckers. You can't tell me them disappeared like a fart too!"

His friend nodded vigorously. "But they did! Nopony found as much as a cherry stem when they scrounged through the wreckage!"

"I hope yer just messin around," the second rancher said dryly, sinking back into his seat. "It's bad times when a farmer can't even sell his own crops without havin' to look over his shoulder."

That was when the third rancher, a much older pony with snowy beard, decided to speak up. "Boy, you don't know bad times. But give it a little while, and we all will." The second rancher squinted at him.

"The hay you talkin about?"

"What I'm talkin about, youngin, is the trouble brewin up north that's spillin' down here. Yer sayin' that Jubilee's wagons couldn't have been robbed, yet there's plenty of wagons gettin' knocked over up there around the Crystal Empire. Ya'll would be surprised how plentiful robbers will become when ponies are put out of job and home. And them cities won't hold 'em forever, I tell ya, if ya could even say their doin' so now. Give it time, and we're going to have more ter worry about than our wagons been knocked over."

The second rancher scoffed. "Yer growing senile. Even if a lick of that were true, the Guard wouldn't let that happen!"

"And yer growin' deaf," the elder shot back. "Don't you ever pay attention to the news? There hardly is no more Guard left! Them and those Scholars have all had their wages cut to the point where most of them just straight up deserted. I don't blame them either. Why risk a dagger in yer every day when it don't even pay enough to put bread in yer family's stomachs?"

The two younger ranchers remained quiet for a long while after that, their expressions growing slightly gloomier the longer they sat. Convinced that the conversation was over, Alabaster turned his attention back to his sandwich. The cheese was cold and the bread had become chewy, but he barely noticed it. _Well, it seems like Equestria just keeps getting more interesting by the minute._

* * *

Little Whisper had put up quite the performance. In fact, she had even managed to fool herself for a while. But now, within the confines of the tiny hotel room, she could no longer hold the act together. Whisper writhed on the bed in agony as the pain of an old hunger twisted her innards into tight knots. Her eyes were screwed shut, and her limbs clung tightly to the one person she daring share her torment with. The lifeless body of Mr. Smiles was pressed tightly to Whisper's chest as he tried in vain ease her suffering.

 _Get ahold of yourself, Whisper!_ She clutched to her thoughts as tightly as she clutched to Mr. Smiles, afraid that the throbbing pain would drown them away. _You can't let them see you like this. You can't! You've pushed through the hunger before and you'll push through now!_

The image of Midnight and Alabaster walking into the room and seeing her like this, convulsing and twisted up in the sheets, popped into her mind. Their eyes would be wide with shock and they would scream her name. Midnight wouldn't understand, he wouldn't understand at all. And Alabaster would… _He would make me feed._ Whisper despaired at the thought, even though she knew it was inevitable.

Slowly, she managed to regain steadiness over her shaking limbs. That was something, at least. From there, Whisper fought to push the pain aside. Even though it was something she had practiced many times, very rarely did the act get any easier. Just as Midnight and Alabaster were finishing up their sandwiches, the last few throbs of pain melted away from her sore stomach. Relief washed over her like a cool shower, and with it came exhaustion. The hunger always left her feeling tired and ravaged. Her grip on Mr. Smiles grew softer as she gradually fell into a light doze.

* * *

Room eight of the Happy Apple Inn remained relatively quiet as the trio of travelers allowed themselves to unwind and relax. Little Whisper lay curled up with Mr. Smiles on the feather bed, her eyes drooping lower every second that passed.

Across the room, Midnight lounged in an uncomfortable wingback chair, which felt as if it was more for decoration than actual use, and stared absently at the darkness that pressed itself against the room's dusty window. Off to his left was a wooden door that led to a tiny bathroom. Behind the closed door, a dreary-eyed Alabaster waded neck deep in the still waters of a steamy bath. The heat of the bathwater purged away the day's punishment from not only his coat, but his aching muscles as well.

Very little had been said on Alabaster's and Midnight's return from dinner; the travelers were too tired to summon up any kind of lengthy conversation. Probably the most interesting thing that transpired was when Midnight Dreary dragged himself to the bathroom and Alabaster scarfed down the remaining grilled cheese sandwich before he could return. When he did, Whisper had smiled and joked that she must have been hungrier than she thought. To their knowledge, poor Midnight had never even given Whisper's lie a second thought.

Though some might have found their quiet lounging a bit boring, Midnight was actually rather grateful for it. The cruel desert air had run its nasty claws over his throat, making small talk quite a painful inconvenience. So instead, he reserved himself for his thoughts, and his thoughts were primarily about the sleeping arrangement.

From the very moment he entered the room, the timid stallion had not been happy with the odds stacked before them. _Three ponies, one bed?_ he thought anxiously as he studied the rickety bed. _How was this going to work?_ When he had raised this concern with Alabaster, the pale stallion simply shrugged.

"You two take it," Alabaster said causally. "I'm perfectly fine with the floor for tonight, so long as I can get a blanket." When Midnight asked if he was sure, Little Whisper couldn't help but cut in.

"Don't worry, Midnight," she giggled. "I don't kick in my sleep or anything." Alabaster got a chuckle out of that as well.

"Yeah, she's a pretty even sleeper, never tosses or turns." Unfortunately, that didn't make Midnight feel any better.

Thus he brooded on it, staring at the bed as if it was some slumbering beast lying in wait. This is until a stretched out Whisper happened to catch his lingering gaze, which appearing to be on fixed more on her instead of the bed. Midnight's eyes shot to the window, where they remained. It was because of this hasty trepidation that he never noticed the budding roses on her cheeks. That was probably for the best, truth be told.

Eventually though, these thoughts, and all others, began to slip further and further from his mind. The day behind him had been long and trying. The silence that held the room captive was enticing and seductive. _Strange_ , Midnight's thoughts became fuzzy, as if his head had been packed with wool. _I don't hear any of those voices._ It must have been the lamp that sat on the nightstand by the bed. The cheap little thing did a well enough job at pushing back the shadows, restraining them to the farthest corners of the room. Midnight was thankful for that.

It felt to the tired stallion as if the chair was absorbing him, his slumping form slowly sinking deeper into the chair's cushioned embrace. His half lidded eyes fought vigorously to remain open and he began to nod lightly, his neck no longer able support his drooping head. It was a struggle that would only go in vain. Within seconds, Midnight was snubbed out like a dying candle.

* * *

Little Whisper watched Midnight's descent with a knowing smile. He had been too tired to notice her gaze weighing upon him. She too was not far off from the same fate. However, every time she came close to finally finding sleep, her stomach would give a sharp twinge. Though her hunger pains had left her earlier, it seemed that Whisper had to be reminded that she couldn't go on for too much longer. _Today just doesn't want to end, does it?_ she asked herself morosely.

Sometime later, a series of loud gurgles marked the end of Alabaster's "little" soak. A few minutes later, the stallion himself appeared in the doorway, a wall of steam bellowing out around him. His coat gave off a surprisingly healthy sheen in the lamplight. _Amazing what some t.l.c. will do, even for a stallion as rough and rugged as Al._

"Good grief, Al, I didn't think they're running a sauna here." Alabaster shrugged off her jest and glanced over at the sleeping sack of pony in the wingback chair.

"Well, looks like someone couldn't wait till he at least got into bed. Though, I guess I know how that goes. If you're tired, then you're tired."

"Should we wake him up?"

"Nope. You snooze, you lose… literally. Now scooch over."

Whisper moved out of the way just in time for Alabaster to come flopping down on the bed. He was caught by a soft, feathery, cloud of bliss.

"Holy hell," he groaned, his face buried in a pillow. "When was the last time we slept in a bed, Wisp? I can't even remember."

"There were those cots on the ship," she answered with a yawn.

"Those don't count. The floor was more comfortable than those damn things. Smelt better too."

Even though the bed was already heavenly, it felt even more so when Alabaster crawled under the covers. The sheets were nice and cool, and smelt faintly of lilac. The room went quiet again, aside from the rhythmic sounds of Midnight's breathing. Whisper was well on her way to nodding off again when Alabaster spoke her name. Midnight shifted at the sound of his voice, but went still soon after.

"What is it, Al?" Whisper yawned again. Lifting her head, she found Alabaster staring at her, his eyes shimmering like molten gold in the lamplight.

"Nothing," he sighed after a long pause. "We can talk about it tomorrow." He then bid her goodnight and curled up underneath the covers, a light snore arising from beneath only minutes later.

She watched over his sleeping form for quite some time after that, her muddled mind racing. _He knows,_ she thought, almost in a panic. _He knows, and he is going to make me feed._ The idea nearly made her sick. Granted, Whisper was ravenous. However, it never sat well with her when Alabaster forced her to feed.

It took a few minutes, but she eventually managed to calm herself down. She was honestly too tired to worry about it. _Besides, maybe he just wants to talk more about Midnight._ That seemed likely enough, so she sheepishly allowed herself to believe that. With at least some sense of ease, she began to relax again. The pain still stabbed at her, but in the end, exhaustion won out and she was out in seconds.

* * *

The mid-morning sun peeked into room eight, casting long shadows across the wall as rays of light veined in. Whisper's eyelids fluttered open, but closed quickly when the sunshine stung her still sensitive eyes. It was beyond her why the renovators of the room didn't install curtains to go along with the window.

After repeatedly trying, and failing, to fall back asleep, Whisper decided that it must have been time for her to get up. However, as she stirred, she found that her legs were refusing to move. _Wait, wha-_ Her mind was still drunk with sleep, and it took a few moments for all of her sense to return in full. Once they did, Whisper discovered a two pairs of white legs wrapped around her. She was being held hostage.

"Not again," she sighed, realization sitting in. As if in response, Alabaster snored lightly as he nuzzled the back of Whisper's mane. At least that explained why she felt so warm.

Some ponies toss and turn in their sleep, while others kick or hog the covers. Alabaster, however, was _extremely_ clingy. Whisper usually took great care to distance herself from him whenever they bedded down. She must have been so tired the night before that it slipped her mind completely.

For a minute or two, she struggled to pry her way from the pegasus's grasp without waking him. Whisper loathed waking Alabaster, especially when he was sleeping well. From the way he kept nuzzling her, he must have been sleeping _very_ well.

Sadly, Whisper's efforts went in vain. In fact, the more she squirmed, the tighter his grip became! _Oh, I really need to get up,_ she thought as tiny needles pricked her restless limbs. _I'm sorry, Al, but I got to do this._

"Al, wake up!" There was no response, so she tried again. "Come on, Al, can you hear me?"

She was answered with a muffled yawn. Whisper bit her tongue and restraining a shiver as his breath ran pleasurably down the back of her neck. _Yep, going to forget that happened._

"Five more minutes," the stallion then muttered, drifting off again immediately. _Dang it, Al!_ Whisper decided to change tactics. Though she really didn't want to, it was time to bring out the big guns.

"Hey, Al, it's last call down at the tavern!" It was an old trick, but its success rate spoke for itself. Alabaster jolted awake, sleep instantly ripped away. His eyes opening to see a tangled mess of Whisper's braids strewn across his face.

"Oh," he groaned. "Guess I did it again, huh?" Whisper only nodded. Alabaster untangled himself from Whisper and hastily began to make his way out of bed, a tint of red splashed across his cheeks.

"Damn shame… Haven't slept like that in a while." He twisted his neck, giving it a good pop, while also trying to stretch out some of the kinks in his wings. Whisper made to rise out of bed too, but froze when she reached a seated position.

"Al," she said with more than a hint of panic. "Where's Midnight?" Glancing over, Alabaster saw that the wingback chair stood barren and dejected… save for a tiny butt imprint.

"Hmmm." Alabaster mused himself quietly as he went to check the bathroom. With a flick of the light switch, the bathroom revealed itself to be as empty as the chair.

"Yeah, he's not in here." That sent Whisper to her hooves and to Alabaster's side in an instant.

"You don't think he just up and left, do you? Oh, maybe we should go out and see if he's still around! It's absolutely dangerous for a guy with amnesia to be striking out on his own, right? What if he's having some kind of episode, Al? Just like one of those weird, smelly stallions that sat in the back of taverns and augured about rutabagas!" Her voice grew shriller the faster she spoke. If Alabaster hadn't known any better, he would've thought that Whisper had lost a puppy or something.

Little Whisper was like a bolt of lightning as she darted for the door, but was quickly halted as Alabaster grabbed hold of her tail with his teeth.

"Just hold on a second, Wisp!" He shouted through a mouthful of hair. "This is no reason to panic. Besides, I know he'll show back up after a little while." Once he was confident that the fevered mare wouldn't bolt again, Alabaster released her tail and spat out the few stray hairs tangled around his tongue.

"And how's that?" Whisper gave him a look that echoed her tone of disbelief.

Alabaster smiled wildly as he answered, "Because, I feel like we really connected at dinner last night, you know? Yep, me and ol' Midnight got pretty chummy!" The mare's mouth dropped, but he continued on before she could question him.

"You would've been proud, Wisp! We chatted about old loves, lost friends, shit he couldn't remember, and- good grief, Wisp, he couldn't have gone far. He left his crap over there!" Alabaster jabbed a hoof to the far corner where Midnight's dusty saddlebag laid.

"Oh…" Whisper blinked. "How did I miss that?"

"Yeah," Alabaster yawned, trudging wearily over to the window. "How indeed." The stallion's jesting demeanor melted away, leaving him sleep drunk once again.

The sunlight made him draw back for a moment, his unadjusted eyes aching, but soon enough he was able to gaze out without having to squint.

"Do you think it'll fine for him to just be wandering around?" The look of concern on Whisper's face when she asked that made Alabaster cringe. It seemed petty, but it was difficult seeing her so worried about someone other than him.

"I'm sure he'll be okay. Besides, it's not like I can fault the guy. In fact, I'm about to go see what's what in this place as well."

Whisper bristled at that. "That wouldn't happen to include the inside of a saloon, would it, Al? I thought we settled this yesterday."

"Easy there, Wisp," Alabaster defended himself, turning from the window to give the besmirched mare a disarming smile. "I'm just going to hit up some stores and see what I can get for cheap. We still need to replace our canteens, just in case we happen to find ourselves thrown out of town again-"

"But that's not going to happen, is it?" She asked, her venomous words promising a world of pain.

Alabaster shrugged and continued, "Plus… it'll give me a chance to keep an eye on that Midnight guy."

Whisper rolled her eyes. "You don't need to worry about him, Al. If he seems strange, it's just because he's confused. I can understand that feeling better than most." Heat rose to her cheeks when Alabaster laughed at her.

"I don't doubt your judge of character, Wisp. Really, I don't! But… I'm just saying that we didn't make it this far by being careless, you know?"

"True," Whisper conceded with a scowl. "But I wouldn't exactly say we played everything safe, either, especially considering trouble just _happens_ to find its way to you."

Alabaster's mouth opened to shoot back a retort, but his voice died somewhere in his throat.

"Well… damn. That's not a bad point, I guess." When he noticed the devious glint in Whisper's eyes, he added, "But that doesn't change a thing! I haven't figured out how I feel about this guy yet, and I'll keep watch over him until I do!"

 _I guess that's fair enough,_ Whisper thought. She wished that she could find a better way to explain to Alabaster why she was so drawn to the quiet stallion. He was lost and he needed someone to help guide him through the uncertainty he was facing. _It hurts how much he reminds me of myself…_ When Whisper didn't say anything more, Alabaster returned his attention back to the window.

Though Alabaster didn't see it, Whisper gave him a small, endearing smile. "Well, I think the hot water has finally managed to build back up from your _little_ bath last night," she said, trying to sound upbeat. "So I think I'll go get one for myself." She had only made it to the doorway of the bathroom when Alabaster spoke again.

"Not so fast. There's one last thing I need to talk to you about." Change had fallen over the stallion again, and this time just as sudden. He looked at her with eyes that spoke only of sadness, his frown stretched paper thin. Whisper's stomach dropped as she realized what was about to come.

Alabaster struggled to find his words for a few seconds, but eventually said, "Look, I know you don't want to hear this, but… it's been a good couple of weeks since you last... you know… fed…" Whisper was quick to try and interject, but her friend wasn't having any of it.

"Please, just stop it, Wisp," he groaned. "We can't keep fighting each other on this shit. For years now I've had to force feed you like a damn child, and frankly, I'm just sick of it… No. More." He punctuated the last two words with a stomp of his hoof.

"Al, please, I'm fine! Truly, I-"

"No! We're not in the Dragon Lands anymore. What happened at Dodge Junction is proof that things can go wrong at the drop of a hat. I need you full so that you're able to deal with whatever this damn place throws at us."

"Please, I-" The words left her as her throat began to tighten up. Deep down, she knew he was right. Whisper needed to start feeding more. But what would the cost be? Every time he made her feed, it always put her friend through such great misery.

Alabaster had to avert his eyes when he noticed her rubbing away a few strays tears. "If not for yourself, do it because it would put me at ease. Okay? Please?" Whisper grinded her teeth, wishing she could say something to sway him, but allowed herself to nod stiffly.

"Good," he sighed, feeling no small amount of triumph. Convincing Whisper to come to sense about this always felt like he was pulling teeth.

He walked past her at the door and added, "I think it's best if we get this over with as soon as possible, yeah?" There was a sudden click as he switched on the deadbolt.

"Wait- what!" Whisper spun around in a panic, her voice raising an octane or two. "You don't mean _right_ now, do you?" Alabaster stared back at her flatly.

"You want Midnight to travel with us, right? With a plus one hanging around, that means you have to take every opportunity you can to feed. _Every opportunity_. If you can't manage that, than we should just kick him to the curb right now."

Using Midnight as leverage against his best friend made Alabaster feel absolutely rotten, but it was just what he needed to insure that Whisper would stop fighting with him so much.

"That's not necessary," she said swiftly, Alabaster's comment wounding her. "You've made your point… let's just do this quickly…"

"Exactly what I've been trying to say," Alabaster muttered, not even trying to be subtle anymore.

Whisper shook her head as she crawled back into bed. It took her a few minutes to make herself comfortable. Glancing to her side, she noticed Mr. Smiles beaming up at her. There was a stab of shame as she pushed him under one of the pillows. She never allowed Mr. Smiles to play witness when she fed, perhaps out of the fear that he would lose what little innocence that remained in Whisper's life.

Alabaster lingered at the foot of the bed, his eyes glued to the floor. With a heavy sigh, Whisper cleared everything from her mind. A moment later, a sickly green light illuminated the room as she began to change. Luckily, she had enough energy left in her to perform the transformation, though not without any difficulty. The hunger pains from the night before returned with a vengeance, raking at with claws of icy steel.

The transformation lasted only seconds, but the difference in her appearance was unbelievable. Her dark blue coat had become the color of a fiery blaze, while her cutie mark was replaced with what appeared to be freshly fallen rose petals. The long braids of her mane receded until they ended just above the nape of her neck and became a light pink. Once finished, the horrid wrenching in her gut slowly ebbed away.

"A-all right," she said shakily, her voice sounding lower than it did a moment before. "I'm done."

When Alabaster found the courage to look up, a shiver crept ran its icy talons down his spin. The pony lying before was no longer Little Whisper, but a ghost from a life long lost. Swallowing the lump in his throat, the quivering pegasus carefully pushed himself onto the bed. He inched his way to her, his gaze never once leaving her's.

There was no worse feeling imaginable than what Whisper felt when she saw the mixture of love and grief that clouded Alabaster's eyes. Though it hurt her more than she's ever let on, she masked it with a comforting smile.

Once Alabaster was only a breath away, Whisper gingerly wrapped her forelegs around his neck and pulled him closer. Though tears began to brim on the corner of his eyes, he gladly allowed himself to fall into her tender embrace.

They laid like that for some time; Whisper on her back and running a loving hoof through his mane, Alabaster nuzzling up to her chest and clinging tighter than a nursing foal. _Just do it, Wisp,_ she urged herself. _Drink deep and be done with it._

Whisper's eyes started to glow an iridescent green as she opened her mind to Alabaster's emotions. The first and most dominant emotion she noticed was, of course, love. It washed over her like a crimson flood, making her mouth water and her stomach grumble with hunger. She only just managed to resist the primal urge to just jump right in and begin devouring the delicious feast before her. It definitely wouldn't be hard for her to lose herself to that lust for love. But even if Alabaster did carry an overabundance of love, Whisper refused to treat him with anything less than the utmost care and attentiveness.

The second emotion she sense was anger. She couldn't help but shudder at the quiet whirlwind of fury that was germinating beneath all that love. In truth, Whisper knew that no pony alive should be able to carry that much rage in their heart. Yet, Alabaster had shouldered it for years as if it was just another saddlebag. To say that this worried her was an understatement. However, there was nothing that could be done about it, not when Alabaster always refused to acknowledge it. _Not now, I neeeeed to feed!_

The first trickle of love was almost orgasmic, and it nearly brought Whisper to the verge of moaning as it seized her senses. Her eyes rolled back as pleasant rivulets of warmth swam to her extremities. Alabaster tightened his hold on her as she burrowed deeper into his heart.

"Rosemary-" he whispered, almost sobbingly. "I'm so sorry… so, so sorry." A warm tear streamed down the corner of his eye, but was wiped away as he nuzzled her soft, red fur. Whisper was too enraptured by the banquet of love to notice his delirious mumblings.

Later on, after the feeding session had concluded, Little Whisper would hate herself for being so glutinous. For many years, she struggled to deny that damned thirst for love. Sadly though, the lust ran deep, even deeper than blood. It scared her to think that, just maybe, the Changeling's hunger ran down to her very soul.


	5. Chapter 5: Cutting Edge

While the southern reaches of Equestria were a scorching inferno, the far North was a freezing deathtrap. Bitter winds, flying like icy daggers through the air, swept over the long stretches of barren land. It took a hardened kind of pony to brave the steely chill that gnawed at flesh and chewed bones into icicles. It took an even harder equine to call this wintry region home, especially in the difficult times Equestria was facing.

Though it was not yet winter, a light blanket of snow gripped the countryside in a shivery main road running between the Northern City and the Crystal Empire was kept clear by the trampling hooves of caravans and merchants alike as they plodded from one great city to the other, searching for wherever business thrived the most. This made it much easier on a team of work horses as they pulled their weather beaten stagecoach along.

Sitting snugly inside were ponies of nobility, all garbed in thick, lavish coats to help fend off the biting edge in the air. The pony heading this convoy was a hard and aging mare by the name of Snow Dew. Her bleached mane and coat echoed her namesake. Sitting rather closely to her sides were two burly stallions, her cousins in fact, who had about them an air of aristocracy. Wherever their narrow eyes looked, disparage usually seemed to follow.

Despite the silver that came bestowed upon the highborn, these northern ponies were harsh folk with sour demeanors that had been tempered by the blizzarding cold of the Equestrian winterland. Yet, is was this same group of ponies that looked like frightened foals as they sat crammed together like a can of sardines, staring in utter fear at the griffin sitting opposite of them.

Snow Dew cleared her throat nervously, startling her kin, and pushed some snowy mane from her eyes. "S-so Mister Quill, how long have you been enlisted in the Equestrian Guard's services?" The griffon's smokey colored feathers ruffled at the sound of her voice.

When he turned those keen, hawkish eyes on Snow Dew, her heart pounded and scrapped at the inside of her chest. Quill knew very well the effect his fearsome appearance had on the ponies, but he felt no shame in taking pleasure in it. _No matter the might of your magic or the reach of your princesses, you ponies are still creatures of prey._ Perhaps most of his amusement stemmed from the fact that these ponies were nobility, and there was just something beautiful about watching nobility squirm.

"Sorry, ma'am, but you must have me mistaken," Quill said politely, his accent as thick and sweet as honey on his voice. "My claws fight only for me. My obligation to the Guard is one of contract." Disgust quickly germinated across the face of one of the stallions at Snow Dew's side.

"You're a mercenary?" the nobile asked in aghast disbelief. "Prince Shining Armor would send bloody mercenaries in place of actual members of the Guard?"

Quill responded with with a hearty chuckle that filled the drafty stagecoach like a breath of spring, even though it only worked to send chills down the ponies' spines. "Silly lordling, did you think I was simply hiding my uniform somewhere? That I wasn't wearing it cause I didn't want it to get wrinkled?"

Actually, the noble ponies had spent so much effort cowering and fretting in the griffin's presence that they hadn't given much thought to his peculiar choice in apparel. After he had showed them his papers - which had been stamped with the royal seal as confirmation - they offered the terrifying predator no resistance. This only further confirmed the portrait Quill had painted in his mind of the Equestrian nobility, which was that they were no more than pampered sheep that could be lulled and cooed into submission with nothing more than a piece of paper stamped with wax.

The cousins, trying their best to act as protectors for their noble kin, bristled at Quill's air of joviality. "We would have never stood for such an offense if we had known beforehand! It is common knowledge how fickle you mercenaries are when it comes to the matter of coin!"

"How funny you say that," Quill purred facetiously, eliciting a scowl from the noble, "when the very reason I was hired was because so many of your precious Guard have deserted, leaving them lacking in might and numbers. I find it even more humorous that they abandoned their oaths because all of _you_ have nearly taxed them into extinction." The laughter fled from Quill's eyes, and the noble pony felt his bowels quake at the hungry gaze the griffin fixed him with. _Where's your fight now, eh?_

"So, my little lordling, should you be looking for someone to lay blame on for this odd arrangement, I suggest you turn it elsewhere from me. To the ponies sitting at your side, perhaps?"

"He is right, cousin," Snow Dew said quickly. Though the bird of prey had been quite well humored and polite through the journey so far, she dared not test to see how far the boundaries of his patience stretched.

She continued dolefully, "This is one of the reasons why the landsmeet has been called, to try and sort out this mess before it gets even worse." Her cousin said no more after that, nor did he even spare the griffin so much as a glance. That comforted her, somewhat.

The mare's gaze lingered questioningly on Quill -whose smile had returned like a thrown boomerang coming full circle - before lowering it to the filly sitting beside him. The child was bundled in a black cloak, not entirely unlike the one Quill wore, except that it had been tailored to fit her petite body. Snow Dew figured that the filly couldn't have been older than twelve years, barely old enough to have her cutie mark.

During the start of their journey, the noble mare had thought it a bit odd that the griffin would be bringing along a child as a companion. However, that was when she had believed Quill to be a part of the Guard. Snow Dew had quickly looked over the issue, though, as she remembered that higher ranking officers in the Equestrian Guard were usually shadowed by apprentices. That's exactly what she thought the griffin was, a high ranking officer. Now that she knew the truth of the mercenary, the filly seated next to him troubled the older mare deeply.

The filly's coat was a fair peach color and her mane was a light shade of pink. Snow Dew thought of how much lovelier she would look swathed in fine silks instead of the abrasive armor fastened to her.

When the noble mare inquired about the filly's identity and presence on such a dangerous venture, incorporating as much ladylike politeness as possible, he responded with little more than a smile.

"Worry not, my lady, she's a dear friend of mine and a very capable pony." Though she didn't stop worrying, she refrained herself from asking any more questions for a short bit. Snow Dew figured that Prince Shining Armor must have known what he was doing when he hoof picked these two for the task.

"Your _friend_ doesn't talk much," Snow Dew said after a long silence. "She hasn't even introduced herself. Could I possibly have her name, please?"

Quill didn't answer right away. For a time, the trotting of hooves and the creaking of the stagecoach wheels bumping along were the only sounds made.

"Sweetie," Quill said at last to the filly, "This nice mare would like to know your name. Why don't you introduce yourself?"

To Snow Dew's surprise, the filly looked at the mercenary with a scowl. It seemed very unlikely to the mare that any pony would ever give that griffin such a look. Yet here was this brave little filly, staring down the bird of prey as if he were a colt that had tried to steal her lunch.

Turning that sour gaze to the mare, the filly said, "My name is Speira." Four words, then the filly gave a toss of her mane before returning her attention to the frozen countryside outside.

Quill chuckled at a gaping Snow Dew. "You'll have to forgive her, ma'am, traveling always manages to make her cross."

"That's… quite alright," the noble-pony assured him, though her cousins seemed a bit more put off by the child's rudeness. "Does she always travel with you on excursions?"

"Oh yes!" Quill beamed with no small amount of pride. "Little Speira here is quite the helper. Aren't you, dear?" That earned another healthy dose of stinkeye from the filly, but it was only met with a chuckle and a ruffle of her mane.

Snow Dew felt her stomach squinch as she wondered how Speira could be of any use to a mercenary. The mother in her wanted to cry out, to save the filly from this hired blade, but the diplomat within urged her to bite her tongue. Nothing good would come from confronting Quill...or at least it is an endeavour that best be put off till she is safely within the reach of the Crystal Empire and its guards.

"WHOA!" The single word sliced through the air like a razor blade, and with it the entire stagecoach came to a screeching halt. Pony and griffin alike were sent colliding into each other, creating quite the tangle of limbs. It was a miracle that Quill's talons hadn't hurt anyone.

As everyone worked to untangle from each other, the lead pony of the pull team - the same one who brought the coach to a halt with a single work - yelled out again.

"Mister Quill, you might want to see this!"

* * *

A few yards ahead of the stagecoach, five figures stood blocking the stagecoach's way. The ponies, each one shivering, wore tattered garbs that seemed to do little against the harsh cold. Despite that, however, their posture remained tall and erect. A murderous glint shone in the eyes of a few of them, revealing less than friendly intentions.

The door to the coach swung open with a bang as Quill exited, making sure to take his sweet time as he did so. His cloak tugged and protested as the harsh winds buffeted him with bitter greetings. On the other side, Speira lept out with a thud. Quill rolled his eyes as he heard the filly scramble back onto her hooves and rush over to his side. _So afraid she's going to miss something._

Snow Dew's head popped out of the door Quill exited from, her expression none too pleased to see how quick Speira was to throw herself in harm's way. "Little missy, you get back here! Fillies shouldn't-"

"IN!" Quill ordered, pointing a particular deadly looking talon at the diplomat. Gone was any traces of warmth he had once carried in his voice. This was the mercenary talking now. Snow Dew gave a loud _eep!_ before vanishing back into the depths of the stagecoach. _This is why I charge double for nobility…_

"They look like bandits," the lead stallion said with a shaky breath once the mercenaries had joined him. "I know we have them outnumbered, but there's no way we could get unharnessed in time if they decided to jump us."

That was all true, but that wasn't the main reason why these stallions wouldn't eager to rush to the griffin's aid should things get physical. Quill could see the fear pooling in the ponies' eyes as clearly as he could see if words were written in the snow. It was a fear that would only make the stallions worse than useless in a fight. _Prey_ , the mercenary thought again. He realizes that it is for the best, though. There is the very real chance that these aren't simply bandits, but instead Renegades, deserters from the Equestrian Guard. These work ponies wouldn't stand a chance against decorated soldiers such as those.

The cool smile the griffin wore sent shivers down the lead stallion's spine. "Don't you worry, me and my friend can take care of things well enough."

Quill turned from the stallion and faced the problem at hand. _They're thin, malnourished even. Shouldn't be much of an issue if things come to blows. However… the unicorn could be troublesome._ As he slowly began to make his way to the ponies before him, his mind fired at all pistons as he calculated the battle in his mind. This took only seconds, and he had formulated the results by the time he stopped quarterway between them and the coach. Everything appeared to be in his favor.

"Hello there!" He called to the strange ponies. "You seem to be blocking the way, my friends. If you were to step aside, it would be greatly appreciated!"

"We ain't your friends, bird!" An earth pony rasped at him, sounded as if he had developed a case of the sniffle. "And we ain't moving till you hoof over all your valuable little trinkets!" Quill eyed the speaker hawkishly and Speira did the same. _If they haven't attacked us yet then they must think we could pose some kind of threat… or maybe they just don't want to outright attack civilians._ He had a difficult time remembering that not everyone had the capability of being as ruthless as he.

Diplomacy was not out of the question for the mercenary, and he would actually prefer it if truth be told. If these would-be robbers could be talked down from making the biggest mistake of their lives then it would save him from a major headache when they arrived at the Crystal Empire.

"Do you know who rides in this coach? Noblemare Snow Dew, Governess of the Northern City. She is expected at the Crystal Empire by request of Princess Mi Amore Cadenza and Prince Shining Armor. The ramifications of threatening such a pony would be… dire. Leave now and I promise that none of your transgressions will be held against you." To his dismay, each of the bandits began to grow a wicked smile.

"You here that boss?" another one cried. "A Governess! That means twice the shinies for us to take!"

Quill clicked his beak in annoyance. "I'm warning you, acts of aggression against the riders or drivers of this coach will be met with swift and deadly retribution."

"Oh yeah? Well, same goes for you if you want to keep on playing hero. Gonna cook you up and dress you for Hearth's Warming!" The group of bandits fell into a fit of hysterics. Each pony of the pull team gave the other an uneasy glance, wondering to themselves just what they were about to lay witness to.

"Really?" the mercenary asked, his tone turning defiant.

"Yeah, really!" His words cut the others laughter short, and he pointed over to the unicorn mare. "My friend over there was a pyromancer for the Scholars of Magic. You know what that means? She knows a hundred different ways to turn your feathery ass into cinder. So as I said, surrender if you know what's good for you!"

Quill shook his head and looked to the filly at his side. "Let this be today's lesson, Speira. How long will it take for you to dispatch these delinquents?"

Her eyes flickered back once more to the bandits. They waited anxiously, secretly hoping that they wouldn't really have to do battle with anyone. And like the predator Quill raised her to be, she smelt their trepidation like blood in the water.

"Twenty seconds," she finally responded, shifting a bit in her cloak.

The griffon sighed disapprovingly, "My dear, how many times must I tell you? _Never_ underestimate your opponent." Speira glowered, but crunched numbers again anyway.

"Thirty-five seconds, sir."

"Aye, that sounds a bit more accurate. Best to get to it then, my dear. No need to be any more behind schedule than we already are. Beside, those workhorses might freeze if they remain in place for too much longer." She needed no more prompting. This is what she had been breed for.

"You can't be serious!" the leader yelled, each of his rogues echoing his bewildered expression. "You're really gonna fight us? And you're sending a filly to-" His words died as Speira undid the clasp around her neck and allowed the cloak to be torn free be a gust of wind. The filly was leeth and surprisingly long legged for her age. What had caught the bandits attention was the armored chestplate that encased her upper body. Upon the armor's smooth, ebony surface were glowing veins of deep red. The veins pulsed, a rhythm that eerily mirrored the beating of a slowing heart.

"Dear Celestia," the unicorn gasped. "Those are enchantment lines! Her armor is enchanted!" Suddenly, the cracks in the bandit's bravado grew to fissures. They looked to one another, uncertain and afraid.

"Well just don't stand there!" the leader exclaimed, trying to reign in control over the situation. "Fry the bitch!"

The unicorn didn't have to be told twice. A sheath of magic encased her ivory horn, a ball of fire forming at its tip within seconds. With a sentence of a heartbeat's stutter, it grew that much more. By the time Speira was halfway between the two parties, the sphere of flames must have been the size of a large melon.

"What are you waiting for? Kill her!" The stallion was nearly foaming at the mouth now. Quill watched on with a wicked smirk of his own.

The quieter sounds of the world all went silent as a deafening roar ripping through the air, a small torrent of fire rocketing at Speira with ungodly speed. Blink and you would've missed it. Where once there was a filly, the explosion tore the ground asunder like a massive hoof kicking aside an anthill. Quill had to avert his gaze to shield his eyes from the debris that had been sent sailing in every direction. Heat licked the side of his face like a raunchy lover. A chorus of screams sang from somewhere behind him, the pull team falling over themselves as they tried in vain to scramble from the ensuing insanity.

For a brief moment, victory had seemed secured. The only thing left of the filly was a smoldering crater the size of a stagecoach. Surely no one could survive such a devastating blow, could they?

Just as the wiry leader, grinning ear to ear, was about to order the unicorn to do the same to the griffin, a shadow fell over his face. Looking up, what he saw made his bowels quake and release. Hovering above the aggressing party like a eagle drifting in a tailwind was Speira, metallic wings spreading from her back to reveal a deadly plumage. The feathers, each one joined together by the magic coursing through her armor, was a deadly knife that glinted murderously in the sun's half life gaze.

The stallion had only enough time to yell "What-" before Speira fell upon him. Her right wing sank deeply into the him, rendering his unguarded flesh apart like warm butter. To the ground he dropped, like doll left torn and broken on the side of a road.

All heads spun around to find that a filly now stood where their boss had been moments ago. Blood decorated the black canvass that was her armor. Thick globs of the stuff even managed to find its way onto her face, appearing as if it were war paint smeared on with an unsteady hoof. Everything grew unnaturally still. Not even the breeze dared to shift. Speira's eyes narrowed, honing in on the pony closest to her. Another earth pony.

She was up in the air before anyone had yet to gather their senses, pivoting and pirouetting as the wings twisted around her as she soared. It was as if the metallic appendices were really a part of her. The next pony fell just as easily as the last. Cotton yielded no protection against enchanted steel, and none of the unruly rogues certainly had the skill or speed to match Speira. Her wings worked meticulously, each cut finding major arteries or tendons.

It was far too late to put up any fight by the time they recovered from their initial shock. Half of their numbers had been felled, and Speira looked to only be warming up.

They managed to cluster together, gathering their remaining forces as she paused long enough to give her neck a stretch, before charging the filly with as much ferocity and regard to safety as a mad pack of was even a battle cry. _How cute._ Those cries of adrenaline fueled rage turned to cries of pain as Speira quickly spun, wings outstretched. All the bandits achieved in their brief display of courage was giving the filly the ability to hit them all at once. There was a mist of arterial spray that rained down over the road, then they began to fall one by one.

Within seconds the would-be attackers laid in a heap around the filly, their blood pooling and steaming in the cold northern air. Speira turned from the corpses, to Quill, and gave a confident smirk. Twenty seconds. She began to trot back, expecting the praise that she had so rightly earned. _How long till I pluck out that overconfidence from you, my dear?_

As if to validate the griffin's worries, Speira had failed to notice the bleak form rising behind her. The half-dead unicorn struggled upright, one hoof pressed tightly to the wound on her chest. Though her wounds were not so fatal as her companions, she knew the end drew close for her. The cold numbness spreading through her body like a fever was proof of that. However, she had just enough energy to at least ensure that she didn't go alone. No. She was going to take the filly with her.

Fire built up in tendrils around her horn, just like before, but before her spell came into full fruition, a load *crack* split the air like a whip. It was the last sound she heard before the steel bolt slammed into her skull, skewering her brain like a roasted slab of lamb.

Speira whirl back around, just in time to watch as the mare's expression went slack, a single tear of red weeping from the whole in her head. The hate turned to utter confusion as her world dissolved before her dying eyes. Soon her body followed suit and she crumpled like a house of cards. Speira gritted her teeth and cursed the mare for not staying dead. She knew very well what the mare's reluctance had just earned the eager to please filly.

"Speira, come here." The snap of authority in his tone stung her worst than anything the bandits had been capable of. Head hung low, the blood sodded filly trudged back to her mentor.

"Look at me," Quill ordered when his shadow fell over her. She looked everywhere else first, as if there was something lying about that could shield her from the imperious glare that threatened to squash her. Slowly she complied, lifting her gaze. It paused on the beautifully crafted crossbow nestled deep inside its holster, almost invisible now that it had been folded back into its compact form. Speira had always adored the instrument of death, how small and deadly the thing was. It could fell a foe before they even knew it had been a threat to begin with. Just like her.

When she finally met Quill's gaze, she saw none of the good humored joviality that had ridden with them in the carriage.

"Rule three, Speira, tell it to me." His voice stung like ice, so cold that it even threatened to chill the northern winds.

The filly gulped and said, "A fallen enemy is not a defeated one."

"Exactly. You still make too many assumptions, and assumptions can move quickly to stab you in the back… or in this case, burn you in the back, I guess… am I making myself clear? I'm not always going to be around to watch over you, or pull you out of the fire."

She nodded, each word hammering her down till she laid hunkered to the ground. Quill drew a breath, then noticed how his shadow lumbered over her sulking form, swallowing her up like a gumdrop. Though she didn't cry like most scolded children did, Speira still wore the lashes from his words like a whipped slave. The griffin was rough, but there was no way that he could stay ill with his little pony for long.

"That foul up aside," He began again, the ice in his breath melting affectionately. "You did perform spectacularly just now. Your pirouette is on point and your form is almost flawless." Speira perked up, her ears twitching in delight.

"Really?" Quill nodded, chuckling at the spark of joy in her eyes as she spoke.

"Oh yes. I have no doubt that one day, with enough practice and experience, you'll skills will eventually match that of my own." [More than likely surpass them actually, if truth be told, but she needn't know that. We already have enough trouble with her getting a big head.]

Speira beamed up at him, and Quill couldn't help but feel a twang plucked across his heartstrings. He pulled the filly into an one-armed hug, not caring about the smudges of red it would no doubt leave on his leather armor.

Though her voice was muffled as she nuzzled against him, Quill still heard her loving voice say, "Thank you, papa."

As the mentor and the student reveled in their tender moment, the team of stallions watched on with broken jaws that must have nearly touched the ground as they gaped.

"Uh... sir?" one said to the captain. "What the hay is going on?"

The captain chewed on his tongue for a moment, before answering flatly, "Haven't a damn clue, son. Haven't a damn clue."

* * *

"Good mornin' to ya, young miss! You lookin' to buy some cabbage today?" Midnight frowned at the grinning earth pony. The older stallion was standing atop a mighty mound of cabbages sitting in a wooden cart. Both were covered with the aging stains of dirt and grime. Not even all the soap and water Equestria could've washed the filth that had seeped in that coat.

"I'm sorry, sir, but I'm not a mare." Midnight spoke politely, but felt himself cringing at the words. _Do I really look like a girl?_ The stallion's smile faltered, flickering like a bulb drawing its final breath.

"Well heck," he snorted, "My seeing ain't worth a shoot anymore. Sorry about that… Can I still interest ya in some fine cabbages?" Midnight gave him a sheepish smile and shook his head.

"No, thank you, I just come over to ask where the some of the stores are. I'm looking to buy some produce and I can't quite find my way around." It felt a little silly admitting this, considering that Appleloosa wasn't exactly the biggest of towns.

"Why, sir, you're lookin' at THE best place in town to get fresh produce! No pone in Appleloosa got better cabbages than old Cabbage Patch!" _Oh my._ Midnight had to repress a grimace when the old stallion leaped down with a thud and started towards him, his pungent odor liable to strip the black from Midnight's coat.

"That's nice, but I'm not really looking to buy cabbages right now. However, if you could just point me in-" The cabbage crazed savant brought his face mere inches from Midnight's, his green eyes almost swirling with the maddening thoughts of his half-fried brain.

"There something wrong with my cabbages, sir?" Though he still remained civil, an edge had been honed onto his tone.

"What!" Midnight gasped, taking a step back. "I n-never said t-that!"

The merchant only advanced as the timid stallion retreated, matching him step for step. "Ya said you weren't lookin' to buy cabbages right now, which sounds awfully like yer holdin' out to buy from a better stock. Well let me tell ya, there ain't no better stock of cabbages then mine! None! Notta!"

"I don't doubt you! I said that because I don't have any money on me! It's all back in my room at the inn!" Midnight didn't know what frightened him more, how quickly the vendor turned feral or how quickly he reverted back to his previous, good mannered self.

"Oh, well why didn't you say so?" he asked, beaming. "You go on, get yer bits and come on back to Cabbage Patch! I'll set you up nice! Won't even need to deal with them _other_ stores." The mention of any of other vendor looked like it tasted nasty on Cabbage Patch's tongue.

"Sure," Midnight nodded vigorously, tip-toeing around the filthy pony. "I'll be sure to keep that in mind… If you'll excuse me, my friends are expecting me."

"Oh, I understand. Just be sure to swing back around and see old-" The stallion was talking to a dust cloud.

It took a few minutes for Midnight's heart to steady, especially considering that he had dropped to a near sprint moments ago. _I don't think I could ever eat cabbage now,_ was the final thought he allowed himself to spare on the deranged cabbage slinger.

Once he felt at a safe distance, he continued to poke around Appleloosa for a bit longer. However, he now watched every pony he passed a bit more wearily. He wasn't too keen to learn if there were any more ponies as crazy as the one he had just left.

Fortunately, the handfuls of ponies he did pass seemed too absorbed in their own doings to give the timid stallion even a glance. Although, there were a few that did find his oddly blank flank to be quite the queer sight. Midnight watched forlornly as two mares walked by, smiling and chatting, their saddlebags stuffed to the brim with a multitude of colorful fabrics. One of the mares told the other how excited she was about a new stitch pattern a friend taught her.

As the mares chattered, Midnight's thoughts drew inward. He wondered what kind of hobbies he must have had before all this started. Before he lost his memory. Perusing Inky's collection of books back at the farm had been fun, but it didn't bring him anywhere near the joy those two felt for working with fabric. Casting a glance back, he saw their flanks vanish into a doorway. Dwelling on such thoughts would do him no go, he decided. He shook them free and continued on.

A little longer and Midnight found the produce store he had hunted for so aimlessly. Unfortunately, their selection of vegetables seemed to dip more into the disappointing side of variety. What little they had was puny and malnourished, obviously the runts left over from their last shipment.

"Really sorry, sir, but we haven't had a shipment of vegetables in weeks," the salesmare explained, wearing an apologetic smile. "The sheriff contacted Canterlot a day or so ago and they're supposed to send somepony down to look into it. Until then, I can offer you a great deal on apples!"

Somehow that last bit didn't surprise him. Midnight thanked her and then went about his way, taking note of the store's location. He would be sure to come back later, even if it was just for apples. Though the farmer's family had given him only enough bits to get by, he intended to use what he had to help out Whisper and Alabaster. _At least until they decide that taking me on was a mistake._

With that accomplished, he waded back into the streets. The sun hung high in the sky and it greeted him warmly. Maybe a bit too warmly. Noon was slowly marching towards the present, and the day seemed to heat up with every step it took. Midnight had only been outside for a few minutes when beads of sweat began to beat across his face and back. If he didn't know any better, he'd think that his fur had been set ablaze by the glare of some cruel goddess of the sun.

It occurred to him as he trudged along that returning back to the room might not be such a bad idea. Whisper and Alabaster were more than likely awake by now and were probably worrying about him. _Well, Whisper more so than Alabaster._ However, even if the prospect of air conditioning sounded more appealing than all the bits in Equestria, the thought of keeping company did not. Yesterday had wrought too many questions. Questions that weighed heavily upon Midnight, and he feared that being around anyone else would only make them that much more cumbersome.

A fit of laughter erupted from the opposite side of the street. Midnight swung his head around just in time to see a snickering mare and her embarrassed colt exit what appeared to be a diner. The colt had the faint stains of red smeared across his face and chest, a stark contrast to his grassy coat.

"I guess that peanutbutter and jelly sandwich was good enough to wear, huh Skittle?" The mother roared, much to the colt's aggravation.

"Oh, Mom," the colt whined. "I'll tell Dad you're teasing me if you don't stop!" This only made the mare double over.

Midnight waited until the couple were gone before examining the eatery. It looked to be about the same size of Sour Apple's, but far superior in quality. The tables were covered with checkered tablecloths of black and red, and the walls were decorated with syntropic floral designs that branched out every whichaway as it crept around the room. It just ran wild, like colorful weeds on a crimson plane. Even the handful of ponies inside looked like an improvement. Instead of the rugged, labor weary ranchers, the patrons were chipper and attentive to those they dined with. _Don't forget the significant lack of Sour Apple._ That must have been the biggest improvement of all.

Observing the diner's late-morning crowd made Midnight painfully aware that it had been the night before since he last ate. That grilled cheese he ate did little to restore the energy the long trek had sucked from him, and he feared that sandwich was now long gone. The rumble his stomach gave actually confirmed that thought. Midnight wished he hadn't left his saddlebags back in the room, but there was nothing to be done now. Whisper and Alabaster had been so tired that he didn't want to wake them with the sounds of his fussing with the saddlebag's straps. There was that reason, and the fact that his sides had been rubbed sore from wearing the damn thing all day. Another second in that thing and he would've been left with blisters the size of his hoofs.

"Well well well, If I had a bit for every time I'd seen that look of hunger on the face of a pony than I'd be one rich buck."

Midnight nearly leapt free of his skin at the sound of the stranger's voice, however, he was somewhat relieved to find a friendly smile waiting for him as he turned. That relief quivered when he found himself having to look up just to find that smile. A gaunt stallion, who must have stood about a head taller than Midnight, beamed down at the timid pony. His sweat slicken coat was the color of a dying flame and his crimson mane fall down his back in a bedheaveled mass. What caught the smaller stallion's attention, though, was the newcomer's bloodshot eyes and the heavy bags underneath. _Does this guy ever sleep? He almost looks half as bad as Sour Apple._

"My apologies if I spooked you," the stranger said amiably. "I just thought to myself how often I've seen that same expression on countless other hungry ponies. Heck, I've worn in more than a time or two myself."

"Oh, that's quite alright." Midnight smiled meekly, his long bangs almost hiding him and his embarrassment from the stallions gaze. When he didn't add anything else to that, leaving the two ponies to just shift and stare awkwardly at one another, the much more sociable stranger decided to introduce himself.

"Er… the name's Gavell, friend. I must say, it is quite refreshing to meet another traveler such as myself. We're a rare breed in these parts."

"H-how-" Midnight tried with difficulty to weave his words together. "How do you know I'm a traveler?" Much to the timid stallion's unease, Gavell's smile widened.

"You really don't know? Well, it's not that hard to deduce. Not for somepony as road weary as me, anyway. You see, I noticed a moment ago that you stepped with a slight gimp. That suggested that you're saddle sore from walking for so long with a saddlebag that don't quite fit you right." _Well, it does pinch a bit now that I think about it._

Gavell continued in oblivious enthusiasm. "I've observed that the ranchers around here don't wear their saddlebags often enough to rub them raw, so that rules you out as one of them. But I guess the biggest giveaway was… you kind of told." Gavell couldn't help but laugh when a flush kissed Midnight's cheeks.

"Oh… I guess I did, didn't I?".

"No harm, no foul, my friend. I'm just curious why you're moping around out here when the food is in there. That is what's got you lurking around out here, isn't it?"

"Well, I kind of left my saddlebag back at my room, so… yeah."

Gavell went deadpan as he glanced at Midnight's obviously bare back. "Right. That would explain it. Maybe I'm not as observant as I boast, huh? Tell you what, though, whoever you are-"

"Midnight," he interjected, cringing as he thought that it might've been a mistake giving his name away so quickly to some pony he just met. "My name is Midnight. It's a pleasure to make your acquaintance."

"Oh! Well then, right back at you, Midnight!" Gavell gave a low bow, almost headbutting Midnight as he did so. "As I was saying. I'll make a deal with you, Midnight. You're obviously famished. I, on the other hoof, am horrible hungry for company."

"Um… Excuse me?" Midnight took a step back and eyed the pony skeptically.

This only made Gavell beam as he laid a hoof on the other stallions shoulders. "My offer is that I'll treat the two of us to a nice meal and you engage with me the splendid act of conversing!"

Midnight backtracked, at least far enough so that Gavell could no longer touch him. There was something about this pony that deeply unnerved him. Though Gavell's words were warm and hospitable, his eyes betrayed the facade. They were vigilant and knowing. Almost hawkish. They pried at Midnight as if he was a busted plank needing to be yanked up.

"Tell me, is it common for one traveler to pay for a another's meal? Especially if they're strangers? Forgive me for asking, it just seems like talking is a terrible trade for paying for my meal." As polite as he sounded, there was no way Midnight could mask the mistrust in his voice. If Cabbage Patch was any indication, getting too friendly with newly an acquainted pony could be a cocktail of disaster just waiting to spill.

Gavell chuckled at the question. "Oh, my friend, you wound me! If you've had as many silent and boring dinners as I've had over the years, I think you'd come to truly appreciate how much good company is for the soul. Heavy is the burden we wayfarers carry, and I fear it only gets heavier with every mile we walk. That's why it's good to share it once in awhile with another, you know?."

"And you think I'm good company?"

"Of course! I can tell by how polite you've been. Most ponies I try to get to know on the dusty trail tend to skirt around me, but you were decent enough to at least introduce yourself."

It was foolish, like accepting candy from a stranger. Yet, when Midnight thought about it, that's almost exactly what he was considering. The logic in his mind warred with the grinding pain in his gut. Within seconds, the battle was decided when his stomach gave a victorious growl. Midnight sighed and allowed his better judgment to be put to rest at the prospect of free food. _Alabaster would probably do the same,_ he reasoned. _Then again, I really shouldn't base my decisions off of what Alabaster would do, should I?_

* * *

Though Midnight made sure to keep a watchful eye on his new friend, he quickly found himself distracted as he passed through the threshold of the restaurant's door. The decadent scents of pastries, baked breads, and other succulent goodies assaulted his nostrils as if they were conga drums.

"Welcome to the Shady Apple!" a waitress called out from across the room, giving them a quick wave. "Just take a seat and I'll be there in a jiffy!"

Gavell waved back as he closed the door behind them. "So, Midnight, table or booth?" When the only reply he received was an indifferent shrug, the rambler decided to take charge as he pointed to the far back. "Alright then, I spy a booth back there that looks pretty inviting. I hope that's alright?" Gavell lead the way to a rather lonely looking booth stuffed in the corner that seemed so distant from the other patrons. The nearest ponies were an elderly couple that say about four tables away.

"Well," Gavell started as they slid onto their seats. "This place is rather quaint, isn't it? Has an almost rustic kind of charm to it. Then again, rustic pretty much sums up Appleloosa as a whole. That said, I still wish more towns I pass through had a little place like this."

"So you've seen a good bit of Equestria?"

"Oh, I've seen more than just a bit, my young friend. There's not too much this country has to offer that I haven't seen. From the cold harbors of Manehattan to the hanging gardens of Canterlot, and even off to the lonesome reaches of Vanhoover. You name it, and there's a good chance I've seen it twice!" _That would probably be a bit more impressive if I knew anything about those places._

Midnight tapped his hooves together for moment before asking, "If you don't mind me asking, is there a particular reason why you travel so much? It doesn't seem like the kind of life that anyone would just choose."

Midnight could have imagined it, but the smile Gavell wore seemed to falter.

"I don't mind you asking at all. This is why I asked you to join me, isn't it? But yes, there's a good reason indeed. I guess you can say that I'm looking-"

"Well, howdy there, you two!" Both of the stallions were given quite the start at the mare's sudden arrival. "What can I start ya'll off to drink with today?" The waitress practical sang as she spoke, her merry attitude radiating off her like a summer fever. Midnight eyed her, his gaze wandering from her violet coat to the ember eyes almost hidden by the bangs of a black mane. It seemed unnatural how quietly she trotted up on their table. He had to glance down to make sure her hooves actually touched the floor and weren't just hovering above the tile squares like some kind of ghost.

Gavell bit his lower lip and gave the question some serious thought. "Hmm… You know what, I'll have a glass of warm cider, please. With a hint of vanilla extract, if you have it."

mare's horn lit up as a notepad, a pencil, and two menus levitated to her side. _Wait… Where did those came from? That apron she's wearing doesn't have pockets._ She looked to Midnight as her pencil jotted Gavell's order.

"And for you, sweetie?"

Midnight frowned. "Er… I'll just have a glass of water, thank you."

Gavell shook his and gave a disappointed *tisk*. "My friend will have the same as me, my dear. Also, if you wouldn't mind, we'll be on the same bill today."

"Alrighty then," she sang, her pencil finishing with a flurry. "I'll be back in a few ticks with your drinks. By the way, my name's Lavender Springs. If you need me before I get back, just give me a shout!" With that, she bounded off towards the kitchen on silent hooves. True to her name, the sweet scent of lavender was left clinging to the air even minutes after she departed.

"Well, she seems like a nice, young mare." Gavell watched after her for a second before redirecting his attention to Midnight, where he found the quiet stallion frowning at him.

"What is it? Oh, you're not sore at me for ordering your drink, are you? I just thought your palate might appreciate something a little more flavorful than just water. Besides, not to play the 'good samaritan' card, this is my treat."

Trying not dwell on it, Midnight leafed through the menu the waitress had left with little interest. He just figured that any food would be good food, especially if someone else was paying for it.

Any and all conversation ceased as they both scanned the aging, yellowed pages. After a few minutes of searching, Midnight's eyes lingered the longest on the dish labeled _Hashbrown Casserole_. He remembered one morning during his stay at the rock farm how the farmer's wife had set a steaming plate of hashbrowns in front of him for breakfast. His mouth watered and his nostrils flared, every sense he possessed overloading. Midnight was wiping the corners of his mouth when Lavender Springs reappeared.

"Here ya go, fellas!" She levitated a glass to either stallion, both were filled to the rim with a sweet smelling concoction that left Midnight's nose tingling. The notepad and pencil were quickly summoned once more.

"Did ya'll need a moment longer, or were ya'll ready to order?"

"Well, I know I'm read," Gavell said while Midnight just nodded.

His mind long made up, Midnight ordered the hashbrown casserole while his new acquaintance asked for a garden salad. She took both orders in rapid succession and was trotting back towards the kitchen faster than they could say 'refill'.

"So," Gavell sighed. "What was it exactly we were talking about before we got our menus? I think our hunger got the best of us."

Midnight was peering over the rim of his tall glass as he said, "Why you are traveling across Equestria."

"Oh yeah, that's right." Gavell took a long draft from his glass and gave a small shudder. "Wow, that's good stuff! Anyway, I guess the answer to that question is a bit… complicated."

"How so?" There was a pause as Gavell contemplated.

"You'll probably think I'm a bit weird if I tell you."

"Well, I already think you're weird for buying food for someone you don't even know, so … not that I don't appreciate it, of course! It just seems like you don't have much to worry about at this point..." Gavell chuckled as Midnight flushed at his own boldness.

"You speak the truth, Midnight, I like that! Not many others can boast such a thing. If you really want to know, I'm searching for somepony."

"Oh… I don't see why I'd find that weird." _Then again, do I really have any point of reference for what's weird in this country? I don't even think Whisper or Alabaster do either._

Gavell nodded and pushed his drink around as he spoke. "I could see why you'd think that, but you see the kicker is… I've never met the pony I'm searching for…" Silence. Dead Silence. Midnight's train of thought flatlined, and it was only after a few moments of resuscitation did it finally process what Gavell had said.

"Is… are you looking for me?" Midnight's voice was barely above a whisper, yet the look of apprehension in his eyes spoke in great volume.

The two stared into each other's eyes for what felt like eons, Midnight's azure fields clashing with Gavell's brown. Then Gavell's lips began to tug upward. A smile formed, which soon become a grin, which was shortly followed by a chuckle, which quickly festered into a full fit of laughter.

Midnight tapped his hooves together nervously while Gavell's dumbstruck expression dissolved into a whirlwind of hilarity. The traveler even almost knocked over his glass as he banged a hoof against the table.

"I guess that I said something funny?"

"I'd say so!" Gavell gasped, doubling over in his seat.

Eventually the stallion found enough composure to allow himself to breathe and sit straight again, but by then poor Midnight's cheeks had turned the color of a tomato. When he finally managed to settle down and wipe the tears from his eyes, Gavell tried his best to resume his role in the conversation.

"Phew! Forgive me, that just caught me off guard." He took a deep breath, driving back a few remaining giggles. "No, you're not pony I'm searching for, Midnight."

"So... how will you know when you meet this pony? And why are searching for someone you don't know?"

The stallion drained another portion of his drink to stifle a chuckle. "I'm not too worried on the details, truth be told. I always figured I'd just know whenever we met, you know? Almost like a 'star crossed' kind of deal."

"Actually, no, I don't know."

"Oh, that's unfortunate. Anyway, as to the second question of yours… I'm afraid to say that's a little too personal, my friend. Besides, it wouldn't make for good table talk at all."

Regretting that he even asked the questions in the first place, Midnight massaged his temples and tried to turn his mind on other things. The longer he remained around this stallion, the more he wished that he had just stayed in room eight. Isn't this the reason why he wanted to be alone for bit longer? _I really shouldn't think with my stomach again._

"Maybe I should've just kept the questions to myself," he thought aloud.

"Not at all! This is exactly why I invited you along, to converse with! Come, let's talk about something else, eh?"

As if to prepare himself, Midnight took a deep gulp from his own glass. The cider tasted far sweeter than the one he had tried at Dodge Junction, but the warmth that exploded in his gut was like a fist full of napalm.

"Alright," Midnight said with a cough, his cheeks burning like a lover's kiss. "What should we talk about then?" He just barely managed to stifle a belch.

That was invitation enough for Gavell to jump headlong into stories of his past ventures, almost with the same enthusiasm Alabaster had had. Granted, Gavell's stories were much more tame when compared to the gruff pegasus's. A particular favourite of Gavell's had been the recently reformed Crystal Empire. The traveler spoke rather fondly of the city's grand spires and elaborate crystal architecture, all of which he said shimmered and sparkled like a thousand tiny gems.

"Some days, when the sky is clear enough, you can even see the gleam of the city from Canterlot!"

Though this made Gavell practically ecstatic, Midnight didn't share the sentiment. He could only imagine how horrible it would be to live in a city that shined so brightly. _Wouldn't that damage their eyesight to live in such a place for so long?_ When he then explained that the ponies who lived there were crystals too, Midnight decided that the Crystal Empire was something he was better off not thinking about. Besides, it wasn't like Whisper and Alabaster were planning on migrating that far north. Right?

Just as Gavell started on about all of the numerous nightclubs he discovered while trudging through the back alleys of Detrot, their waitress returned with two sizable plates of food floating in tow. "A garden salad and a hashbrown casserole for the two hungry gentlecolts!" Lavender Springs still wore that same unwavering smile. [How can anyone wear a smile like that for so long?] It made Midnight's cheek sore just thinking about it.

Midnight's stomach turned savage when the steaming pile of fried potatoes and melted cheese was placed in front of him. The waitress tried to suppress a giggle, but it was still enough to make Midnight blush.

"Seems like I came just in the nick of time," she said. "You fellas enjoy your meal. I'll be back in just a second with a refill on your ciders!" That last bit was mainly for Gavell. The glass in front of Midnight had barely been touched at all.

The stallions thanked her as she left, both pausing afterwards to enjoy the lingering scent of lavender. Conversation was put on hold again as the two tucked in. Gavell was nearly wolfing down forkful after forkful of his salad. Though Midnight felt as if he could attack his plateful with just as much gusto, his self conscious nature restrained him to pick daintily at the cheesy mound.

Much to his delight, this casserole was on par with, if not better than, the one served to him back at the farm. Bits of onion and pepper found their way into every other bite, adding flavors that he had never known existed until then. He would definitely have to stop by the diner again before he departed from Appleloosa. Perhaps Whisper and Alabaster would even agree to come as well.

They both enjoyed their meals enough to simply let the scraping of their utensils do the talking for a bit. Lavender Springs came and went, topping off each of their glasses as she did so. When Gavell managed to plow through half of his garden salad, he finally got around to asking Midnight if the hashbrowns were to his liking.

"Yes, it's really good," Midnight answered between mouthfuls. "How's your salad?" The weathered stallion answered in a similar manner.

Gavell didn't continue eating right away, but instead watched with a cool smile as Midnight did so. "So tell me, friend, any tales you'd like to recant as well? You seem like the kind of pony who'd have some very _interesting_ experiences to share, am I right? The dark, brooding types always do."

Midnight's fork stopped mid-way to his mouth before slowly falling back to his plate. Something was different. That look had returned to Gavell's eyes. It was a look of knowing that a child might wear when they find out their best friend's secret. But even if there was something mysterious to learn about Midnight, there couldn't be anyway for Gavell to know about it. He had done most of the talking for the past hour, while Midnight had told him practically nothing about himself. _Why do I get the leaving I've just been lulled into something… dark…_

"I'm afraid not." Midnight dabbed away some cheese from the corner of his mouth with a napkin, trying to appear calm and reserved. "Haven't quite seen as much of Equestria as you."

Gavell *tsked* and gave a little shrug. "Too bad, you just seem like a rather interesting pony. However, I can see why you might be hesitant. But once you've been around the block as many times as I have, you just don't feel that tense around strangers anymore." Somehow, Midnight seriously doubted that was the case.

Neither said anything more for some time. Gavell had finished off his salad and Midnight was just pushing his polished plate aside when Lavender Springs came back around to check on them.

"Boy, you fellas sure were hungry! Is there anything else I can do for you?" When the both said no, the plates were whisked away in her magic and were replaced by a slip of paper.

"Here's your ticket then, but there's absolutely no rush, dears!"

"That's quite alright," Gavell said. "I think we'll be heading out soon, actually." Midnight gave a nod in agreement. One could question if the younger stallion was truly there with the blank expression he wore. The world around him seemed distant as his troubled mind withdrew into his skull. For a brief moment, he thought he heard the faintest traces of a whisper. Tuning out the chatter between Gavell and the waitress, he heard it again. This time, more than a whisper. Unfortunately, what he heard chilled his soul to its core.

"Well alrighty then, I'll go ahead and take care of these plate. Want me to top off those drink one last time before ya'll head out?" They both shook their heads, and Lavender Springs was off again a moment later.

"Hmm, not bad at all," Gavell muttered. He studied the ticket with a look of approval. "Might need to keep this place in mind the next time I drop by." He shifted his gaze up to Midnight.

"I must say, this little diner was quite the find, if I say so myself. What do you think, my friend?" Midnight's vacant expression suddenly grew firm.

"Forgive me, but there's something about you that puzzles me, Gavell. You're… you're strange." _And the shadows know your name… That bothers me more than anything._ The timid stallion didn't know what kind of reaction he would earn from Gavell, but he certainly wouldn't have expected the one he received.

For the second time during their outing, Gavell was choking back a fit of laughter. "Did it take you the entire past hour to figure that out? Is that why you turned all mopey there for a second? Good gracious, I would have thought that it was pretty evident from the start!"

Though Midnight tried to remain stern and confident, Gavell's harsh guffaws made him squirm with inferiority. Had he just been tricked? And by a pony he didn't even know, none the less? Suddenly, Midnight wanted to be anywhere other than there. Alabaster was better company than this lunatic.

"You are quite the treat," he giggled, fishing around in his tattered saddlebags as he rose from his seat. He produced a hoof-ful of bits and stacked them neatly on the table, creating a miniature golden tower.

"So fun as this has been, I'm afraid that I'll need to be shoving off. This little luncheon of ours has been enjoyable.. and enlightening."

"Enlightening?" Midnight's suspicions peaked. "What are you talking about?" Midnight made to stand too, but was forced back into the booth with a hard hoof as Gavell moved onto him.

"Hey, what the-"

"You want some advice? One traveler to another? I believe you'll find it rather useful." Midnight's heart sputtered and his mind screamed for him to fight, to act, to do something! With all the ponies in the diner, all he had to do was yell. Yet, his body had gone limp to Gavell's touch. It was as if control over his body had be snatched away and was being held tauntingly over his head.

Leaning forward, the older stallion brought his face inches from Midnight's, close enough for his breath to wash over him like a warm shower. Midnight thought his breath would smell like the leafy greens that made up his salad, or even like the ranch dressing that it had been drenched in. Yet, it didn't.

Midnight's blood went cold as the stallion's pupils shrank and his smile grew so wide that it threatened to split his head. _Spoiled milk… He smells like when Inky left out that glass of milk..._

"Silence falls on deaf ears." That stink bathed Midnight in its putridness, making the food in his stomach turn restlessly. Even if he could move, Midnight feared that any sudden shift would send those hashbrowns up and all over himself.

"And it's a shame, for it speaks such truths. Just as it did for you a moment ago, when it spoke my name. But my advice, my dreary friend, is to stop closing your ears to it and _listen_. For you see, listening to that which others do not is the only way you're going to stay ahead of what's to come. LISTEN…"


	6. Chapter 6: Deal Me In

Just as Midnight had his turn in the furnace that is Appleloosa, Alabaster did so as well. The disgruntled stallion breathed hushed obscenities as he trotted his way down the main street, sweat spilling along his fur in rivulets.

"All I'm looking for is a damn produce stand, or something! But no, nothing can ever be simple, can it?" Passing pedestrians gave the fuming pegasus a wide berth, as well as a few furtive glances. Little Whisper's feeding sessions always put a strain on his mood, but today was worse than usual. The scorching heat saw to that. _I don't see how ponies are supposed to function in this hellhole!_

Just as Alabaster was about to admit defeat and sacrifice his ego enough to ask another pony for directions, a familiar face stumbled along his path.

"Yo, Midnight!" he called, wiping away a few adventurous drops of perspiration from his forehead. However, Alabaster's newest companion didn't even so much as glance his way. Midnight Dreary lingered on the opposite side of the street, his soft, azure eyes stared lifelessly at his hooves. If not for the stallion's dark complexion, then he surely would have appeared pale in the face. _Oh great_ , Alabaster thought with a moan. _Can't even let the new guy go off on his own for five seconds before he get's himself into trouble._

Alabaster crossed the street in a few, quick strides and was at Midnight's side in an instant. "Midnight, did you hear me? Something wrong?" It took a second for the other stallion to register his presence. When Midnight finally met Alabaster's gaze, his expression was hollow and distant.

"Sorry," he said, sounding like a pony speaking through a wall. "I must not have heard you."

"Is something wrong?" Alabaster repeated firmly. "You're looking a little… spooked." That seemed to sober the timid pony up a bit.

Midnight shook his head. "Really, I'm fine. I was just lost in thought is all." Alabaster didn't seem too convinced.

"Look Midnight, I'm not the kind of pony to pry into other's business or anything, but you _are_ one of us now. And if you're going to be traveling with me and Wisp, than whatever shit you get into affects us too, you hear? That said, I'll ask again: is something wrong?"

Alabaster was hoping that he could play the alpha male role and push Midnight into spilling whatever beans his was keeping to himself. It had always worked on him when he was a foal. Alas, it seemed his abrasiveness had quite the opposite effect.

"I understand that clearly, Alabaster, but I promise that nothing is wrong. I just got lost in thought."

 _I hope you're telling the truth, pal. We really don't need something biting us in the asses right now._ Alabaster decided to believe Midnight, for the time being. However, if this nagging feeling that the dark stallion was hiding something persisted, Alabaster would have to sick Whisper on him. If there was one thing that mare was good at, it was prying. No one knew that better than Alabaster.

"Alright then," Alabaster said with a ruffle of his wings. "I'm just watching out for us, is all. But if that sheriff comes looking for us because you knocked over a bank or something, then I'm strangling that pretty neck of yours. Oh, and why the hell did you leave without waking us up? You nearly gave Wisp a heart attack." Midnight blinked, clearly caught off guard. Slipping free from room eight felt like a distant memory, one that couldn't have possibly been from earlier that day.

"I didn't want to wake you guys up, is all. You really needed the rest… though, as heavily you two were sleeping, I don't think I could've woke you up if I had even wanted to." Alabaster chewed on that for moment, then sighed.

"Well… thank you. That was thoughtful, but also unnecessary. Just let us know before you head out somewhere, okay? I'm not trying to be your daddy or anything, me and Whisper let each other know when we're about to go poking around on our own too. It's just better for everyone if we keep track of each other."

"Oh… alright then. My apologies." When Midnight didn't offer any other response, Alabaster shook his head and heaved another sigh. _I feel like I'll be doing that a lot around this guy._

The pale stallion resumed his trudge without another word, his companion silently keeping pace at his side. "Since you've been out and about all morning, Mr. Rise and Shine, maybe you could help me find a produce stand. Only thing I managed to find was some neurotic cabbage peddler who tried to hassle me into being a heads of that crap… damn near broke the bastard's legs." Midnight's shudder went unnoticed.

"Actually, I found a little produce store earlier," Midnight said after regaining his composure.

"Oh yeah? How was their stock? Anything of choice?"

"There… no, not really… except for apples. They had plenty of healthy looking apples." _Of course they did._ "The mare working there said that they haven't seen a new shipment in nearly weeks, that the stagecoaches have been delayed for some reason."

 _Delayed? I guess that's one way to put it._ Alabaster recalled the conversation those hicks had shared back in Sour Apple's kitchen. _Bandits would be a pretty down good reason for stage coaches to be delayed._

"Well, that puts us in quite the pickle, don't it? We may be hitting Sour Apple's place up a few more times before we leave then. Hopefully we won't get stranded in the desert again, otherwise we might have to resort to eating our hair."

"R-really?"

Alabaster eyed his companion scrutinizingly. "What? No, of course we're not going to eat our fucking hair! It was a joke, Midnight!"

Midnight shook his head. "I'm not talking about that. Do we really have to keep eating at Sour Apple's? Can't we just... buy some apples? They have plenty of those, more than enough to last us for a time."

"We could, and we're probably going to buy some anyway, but as for an actual meal, do you really just want to be eating nothing but apples for the next day or so? At least with Sour Apple we can get a full meal at a decent price." Alabaster took a moment to smirk at Midnight's growing unease. Apparently the scars inflicted by the old mare were still fresh upon his psyche.

"Dude, you could always just wait in the room or the lobby while I go get the food. I don't mind playing delivery boy."

"That… sounds like a good idea." There was no small amount of relief in Midnight's voice, which elicited a chuckle from Alabaster.

"Let's just hope you can keep that charm of yours in check, otherwise you're going to have to invest in a sturdy stick, know what I'm saying?" Unfortunately, Midnight didn't.

"Er… no. Why would I need a stick?"

"You know, because…" Whatever Alabaster had been trying to say died with a labored groan. "Know what, forget it. It's only awkward when you have to explain it."

The two walked on without another word for some time, Alabaster seemingly leading them aimlessly through the boiling heat.

"Alabaster are we headed anywhere in particular?" Midnight dared to ask, hoping he wouldn't upset the grumpy pegasus again on such short notice. His coat was drenched in sweat and gnats mobbed at his eyes and nose. It felt as if the sun was clawing strips of his black hide off. Midnight didn't mind bearing the agonizing burden of the outdoors, but he did so praying that their feet would carry them someplace a bit more hospitable.

The stallion's words fell on deaf ears, however. As the town's saloon came into view across the street, Alabaster's mind slipped into an alcohol craving daze. Though his legs continued to carry him forward, his glazed eyes and slacked expression revealed that his senses had been left somewhere behind him. Probably in the gutter.

 _I bet it's pretty cool in there,_ Alabaster fantasized. _I could slip in and escape this damnable heat before I have a stroke. Maybe even order one of those nice, cold ciders._ As mouth-wateringly tempting as that was, he immediately put down that idea like a dying dog. Little Whisper was still out there, visiting one store after the other or gandering at the window displays that appeared every so often.

With the string of bad luck he's had, it only seemed fitting that this would be one of those times where she caught him slinking into a bar. Besides, he really did need to save every bit he could, especially with another body rocking the party.

"Alabaster? Are you listening?" Midnight asked timidly, not missing the irony his question brought. A part of him was starting to worry. That look on the pegasus's face was one of hunger and depravity.

"Yeah yeah, I hear you," the pale stallion grumbled when the saloon was finally behind him. "As of right now, no, we're not really heading anywhere right now. I just feel like if I head back to the room now that I'll be accepting defeat."

"Defeat?"

"While looking for produce, I also asked around for any job offers. Which, shockingly, turned out to be a bust."

"Wait, didn't the sheriff say-"

"I know what the sheriff said, Midnight, but forgive me if I decide to take a little extra initiative. Besides, you can't always treat everything someone tells you like it's gospel. Consider that my advice to you." Midnight didn't offer any response. He figured he could live the rest of his life without getting advice from anyone else and still die a happy pony.

Alabaster noticed the shadow fall over Midnight's face and felt guilt prickle at his heart. Maybe he had been a little too testy just now. Most of the time, Whisper was able to take his harsh words in stride. But then, Whisper has known him for a long while. _Damn it all!_

"Look, heat's getting to me. I didn't mean to get so snippy." It was as close to an apology as he could reach. Midnight never said a word though, so Alabaster just thought it best to drop the subject completely.

* * *

The two stallion did make one stop before heading back to the inn. Much to the chagrin of Alabaster, they did end up buying those apples. Depositing the bits over to the smiling mare, he already knew that he would come to hate the damn things. _I'm going to taste that cider every time I eat one, I can already tell. After a few, my body is going to wonder why I'm not getting a buzz yet._

With his coin purse a little lighter and his saddlebag a little heavier, Alabaster decided that it was high time to head back. Perhaps Whisper would be finished poking around town too. It would be nice talking to a pony that didn't just stare at him like lump on log every time he said something.

However, upon their return, they found the room to be as lively as a tomb. Though Alabaster remained unperturbed by this, taking his disappointment in stride, Midnight didn't share his sentiment.

"Where's Whisper at?" Midnight asked cautiously, scanning the room as if expecting the mare to pop out at him like some kind of boogeyman. This was completely uncharacteristic of her, of course, but Midnight figured he couldn't be too careful. Honestly, with the horrors the day had brought him, who could blame the poor stallion?

"Don't worry, she's just out sightseeing," the pegasus responded, depositing his saddlebag on the bed. "She doesn't like being cooped up anymore than the rest of us. Give her an hour or so and she'll be back."

Alabaster's head disappeared into his saddlebag's cavernous pouch as he rummaged around through his belongings. This was a bit difficult with the newly acquired sack of apples in the way. With Whisper absent, an idea had struck Alabaster. Perhaps there was a way of making his and Midnight's wait a bit more enjoyable than just awkwardly staring at each other.

"I know it's in here somewhere… come on, damn it, stop hiding from me!"

Interest peaked, Midnight edged closer to his winged companion, peering over his hunched shoulders to get a better look at whatever it was he was doing.

"So," he started, rubbing the back of his neck and trying to sound as casual as possible. "What are we going to do till Whisper gets back?"

"Damn it, dude, if you give me a minute I'll show- AHA!" Alabaster roared in delight, sending a startled Midnight nearly halfway across the room. "You are in for a treat, my dear fellow, a real treat!" With a small flurry for dramatic effect, he produced a small box. Sitting it down on the bed's crumpled sheets, he gave Midnight a mischievous grin.

"Exactly what kind of treat am in for?" The timid pony retreated a step or two, unsure if should be comfortable with the way Alabaster was looking at him.

"The best kind. So tell me, you haven't heard of poker before, have you? I'm guessing not, considering the whole 'amnesia' thing."

As a matter of fact, Midnight had. Back at the rock farm, he had overheard the farmer and his farmhands speak rather fondly of a game that went by such a name. The details were never clarified, and Midnight didn't think to ask for more information on the topic. Honestly, there were other matters more pressing to him than a game. Like the strange whisperings of shadows, for one.

When he told Alabaster this, the pale stallion grinned ear to ear. "Well, guess what, buddy! Today's the day you're going to learn to play!" Midnight didn't know if he liked the strange joy in Alabaster's voice or not.

He must have seen the hesitation written on Midnight's face, for he quickly added, "Trust me, this is going to be buttloads of fun, and helpful to boot."

"How is learning to play a game going to be helpful?"

"How's it going to be helpful?" Alabaster brought a hoof up to his chest as if Midnight's question had been an arrow shot into his heart. "Well… you see, Midnight…" That wound quickly healed and stitched itself up. "Okay, maybe it's not [that] helpful. However, Whisper doesn't like to play and I'm so tired of just shuffling the cards around like an asshole. Besides, playing cards is a great way to pass the time. You'll be thanking me when the wait for our train just flies by."

Believing that he had already won Midnight over, a somewhat giddy Alabaster crawled onto the bed and began to open the tiny box like a foal on Hearth's Warming Day. "Just move my bag and hop on up."

Midnight did as he was instructed, though rather skeptically. Once he was settled in, Alabaster began to shuffle the deck with deft hooves. The sound was like a hundred butterflies taking wing. It was evident that Alabaster was well experienced with manipulating the cards.

"It'll be a little odd playing this sober, but I can manage. Alright, ready to start?" Though Midnight sighed, he also gave a slight nod.

"That's the spirit! Okay, the first thing you're going to want to know is-"

* * *

Half an hour later, the door to room eight swung open, then closed. Little Whisper remained in place with her back to the exit and a somber expression on her face, or she did until she caught sight of what was happening on the bed.

The two stallions sat apart from each other, cards placed neatly between them. A knot formed in the pit of her stomach when she realized that they were playing poker. That tightness she felt continued to twist and coil like an angry snake when she saw the expressions that they each wore. Alabaster's cheeks had turned the color of a ripe tomato and his eyes were screwed shut. Every breath he forced between his clenched teeth came out as a low hiss. _Dear lord, that's his constipated face._ Midnight, on the other hand, looked absolutely baffled as he studied the cards in his hooves.

"Oh no," Whisper moaned, drawing their attention. "You're not beating Al at poker, are you?"

Midnight sputtered, no longer sure of what he was doing anymore. "Y-you mean I'm winning? He won't tell me if I am or not, he just keeps getting angrier every hand we play!"

The party of three stared at one another for a moment, the rise and fall of their chests the only sign that life still breathed through them. It was Alabaster who finally broke the silence.

"You know what, we're done here!" he blurted out, scooping up the cards, snatching the ones in Midnight's grasp, and shoving them back into their box.

Whisper sighed as she unfastened the straps to her saddlebag and set it down over in the corner. "Something to remember, Midnight, never beat Al at cards. He's a bit of a sore loser, as you've probably just discovered. That's why I don't play with him anymore."

"It has nothing to do with me being a sore loser," Alabaster snarled. "It has to do with this bastard having a ridiculously good case of beginner's luck! All I needed was a decent hand to pop his cherry, _then_ things would have been an even kill!"

Fearing for his wellbeing, Midnight hopped down from the bed and fled like struck dog to the wingback chair he had slept on. Whisper shook her head as she made her way to the bathroom, ignoring the profane grumplings of the childish pony putting away his deck of cards.

Though the blistering southern heat hadn't rendered her smelly with dry sweat like it had her two friends, she figured a quick bath would be a pleasant, possible therapeutic, way to end her day. Maybe it would even help her feel normal for a change. She could only hope. Whisper mainly made this her highest priority because she wanted to get to the bathtub before Alabaster could get the chance to use up all the hot water in Appleloosa again. _I don't know what I'm going to do with either of them._

* * *

The noble-ponies didn't know what to be terrified of more, the causal, unassuming smile that the griffin wore or the murderous filly who sat next to him, the blood stains crusting along her armor hidden under the guise of her cloak. After the slaughter of the bandits, the mercenaries had rolled the corpses off into the snowdrift and crawled back into carriage as if nothing had even happened. Just another day.

Snow Dew couldn't take her trembling eyes off the holster where the crossbow hide at Quill's side. Every little foal had heard tall tales of the strange weapons that the non-magical creatures of the world would craft, either for functionality or protection. Until that day, though, she thought that the stories were just that: tall tales. How could she have known that such horrible instruments actually existed? She had no dealing with the foreign races. The Equestrian royalty dealt with matters such as that. It made her heart stutter to think what other stories she had been told as a child that were more than just simply works of fiction.

Quill spied her lingering gaze, and thought that maybe he ought to try and break the tension congealing between the two parties.

"She's pretty, is she not?" Quill said, raising a claw and patted the holster. "She's one of a kind… of my own design, if I can be so bold to boast."

"Y-you?" The words were like a stone lodged in Snow Dew's throat. "You made t-that thing?"

"Why, of course. I'm quite the tinker in my spare time. I even crafted those little pretties on Speira's back." The filly stirred at the mention of her name, but continued to remain silent.

"Little pretties?" one of Snow Dew's cousins spat. It was as if he was about to gag upon the words. "Little pretties! How can anypony call such horrible things pretty?"

"Cousin, please." Snow Dew's effort to calm her kin were quickly washed aside, however.

"No! These beasts just slew a hoof-ful of ponies as easily as they would swat a fly, and now he's speaking to us of his hobbies? This is monstrous, Snow Dew!"

The second cousin, looking a bit squeamish, nodded vigorously as if his life depended on it. "I agree. To act as if nothing has transpired is truly disturbing. These two are murderers, cousin."

Quill's expression hardened at those words. There was not a slang or curse word that could ever hope to tempt Quill's tempered patience, but being called a "murderer" was muddling a line that rarely anyone ever managed to cross. Was he a killer? Yes. But a murderer? He would not accept such an insult, even if it were from some purebreed noble.

"Tell me, lordlings, did you think I was hired to simply converse and keep you company?" Anger fled from the stallions as they quickly remembered how closely they sat to the agitated griffin's talons. "I find it flattering that you would think so highly of me, however, it shows me that you're greater fools than I first took you for. You need to realize that this country is no longer yours, lordlings. From what I saw back there, your Equestria is ruled by desperation and fear, not you, not your governess, and not even your princesses. The quicker you and the rest of your white blooded figureheads learn this, the sooner you can stop relying on those such as myself to fight your battle for you." Though no one saw it, Speira smirked under the collar of her cloak.

The warmth never returned to Quill's demeanor, not after that. The words he spoke were blasphemous, words that could never be birthed from the heart of any trueborn Equestrian. Yet, the nobles couldn't find the courage within themselves to speak out against the mercenary. They bit their tongues and prayed to Celestia that the rest of the journey would pass by in a speedy manner.

Quill's eyes left the ponies, and instead looked out to the frozen wasteland stretching out before his window. His features remained taut, and they would continue to be so until the nobles that had spurred his disdain were out of his feathers for good. _This._ Quill thought balefully to himself. _This is why I charge double for aristocrats._

* * *

Though business had brought the two mercenaries to the Crystal Empire on numerous occasions, Speira still felt as if every visit was her first. As Quill helped unload the luggage strapped to the top of the stagecoach, she stood aloof to everyone as she oogled at the glimmering buildings towering all around her. The entire city, along with its ponies, was like a sparkling diamond on a necklace that Equestria wore proudly.

The pull team had given the duo a wide berth since their arrival in the city. Though they never said a word about what transpired on the trek south, the looks they gave Quill and Speira as they unhitched themselves from the stagecoach spoke in volumes. They would never unsee the slaughter of those ponies for as long as they live.

A small throng of ponies garbed in gilded armor came to greet the party of nobles and escort them to the palace, but the filly paid them no attention too. The guards spared a few words for Quill, who was now unfastening his own bag, before quickly whisking the aristocrats away. She watched with an idle mind, everything they said sounded like a muffled murmur, as the column of ponies began their march to the grand palace overlooking the city.

A twinge of jealousy stabbed at Speira. The nobles were probably used to such grander and never even gave the amazing palace they headed to a second thought. How she longed to stand on the highest tower of that place and look down at the sparkling city. She imagined the Crystal Empire would look like a sea of jewels twinkling beneath her hooves at such a magnificent perch. Perhaps Speira would even stretch her metallic wings against a strong current and pretend that she was flying, just like Quill. Oh, what an intoxicating fantasy that was!

So lost in her own world was she that Speira never even noticed when Quill regrouped with her. He didn't say anything at first, though, instead he allowed himself the joy of watching the look of wonder painted across filly's face as she gazed up at the looming spires. It was one of the few reasons he enjoyed coming back to the Crystal Empire, to see that look on her face.

She was only drawn from her mind when Quill adjusted the heavy bag hefted on his back. Seeing her mentor smiling down at her made Speira flush, which only fanned the sparks of his amusement. She hated, more than anything, being snuck up on.

"I saw you there," Speira said defiantly. Though the filly was more than a proficient combatant, she was a bit lacking in the art of lying.

Quill chuckled and ruffled her mane affectionately, ignoring the nasty glare he spurred. "Come along, my dear, we've had a rather long journey. A nice rest is in store for us, I believe."

"But we haven't collected our payment yet. Shouldn't we go to the barracks and find the captain?"

"Don't you worry, he'll come looking for us."

"Really?"

"Yes, especially after word gets to him of our earlier altercations. Nobles have very loose lips, especially when they've been insulted. He'll want to have a word with us about that, I'm sure."

Speira was quiet for a moment, then she dared to be a bit bold. "I don't like the ponies he sends to get us. They're just so… stuffy."

"Well, I won't argue with that. Speira, just be aware that these are trying times for them. It's quite understandable if they get a bit short. However, I'm afraid things might get a bit more tense after today."

The two lingered for a little longer, watching as the crystal ponies shuffled and trudged about their day - a few of them casting wary glances towards Quill. The tired griffin eventually grew weary of standing, his joints beginning to ache and nag at him.

"Come along, Speira," was all he said before starting forward, one claw continuing to adjust the bag strapped to his back. The filly obeyed without a second thought.

* * *

Traversing through the throngs congesting the veins of the Crystal Empire proved to be a quick endeavor for the two mercenaries, as most ponies were quick to make room for the winged predator. Within no time, the duo was pushing open the door to the Speckled Gem Inn and Tavern. They were greeted by the droning chatter of drinking ponies and the symphonic clatter of cups banging upon wooden tables.

Darting table to table, single handedly tending to the needs of every patron, was the Speckled Gem's long time waitress, Half Pint. The tired mare, garbed in a stained apron with her frazzled mane held back by a dotted kerchief, was swatting away the hooves of a drunken stallion trying to get too friendly with her when she noticed Quill and Speira enter.

"Oy!" She called to them, passing on a pint that was foaming at the mouth as she made her way over. "I'm guessing you two will be taking the usual?"

Quill nodded to her. "We will, just tell Topaz to put it on our tab, please."

"Fine, same room as always, hun." With that she dug into the pocket of her apron and produced a key. She deposited it into Quill's outstretched talon. _Good to know they alway keep us in mind._

The mare spared no more words as she went to see about her duties once more. Quill like that about her. She was always of a short demeanor, never asking questions or nosing around in others' affairs. In his line of work, questions were problematic and even dangerous at times. Much like the magazines hiding under a colt's mattress.

Weaving through the mass of tittering and staggering ponies, they ascended the tavern stairs and found their room with practiced ease. Quill had no doubt that they could have done so with their eyes closed. Their lodging was about like any other room Quill had slept in the past ten years, dusty and simplistic. _Much like myself, now that I think about it._ A bed and bath was all he really needed, though. Anything more would be a luxury, and having too many luxuries always put him on edge.

As much as they wanted to,Quill and Speira didn't settle into their room just yet. Once they made sure that the premises was clear and that there was nothing of suspect, Quill pointed a commanding talon to a door that lead to the room's bathroom.

"Before anything else, my dear, you are going to get a bath." Speira soured at that.

"Do I really have to? It's not that late yet. What if… what if I spill something on myself? You always say it's inconsiderate to use up too much of the inn's hot water." Quill gave an unhappy click of his beak.

"You're caked in blood, Speira. _Blood_. I don't think I need to explain to such a clever girl why that's absolutely no good, do I?"

"No, sir," she muttered sheepishly. It seemed he always knew best when it came to making the filly feel no larger than an ant.

"Very good," he said in a lighter tone that, thankfully, lifted her spirit. "Best get to it then. That blood has had a few hours to set, and I fear you're going to have quite the time getting it off." Just like that, the filly deflated once more.

"Yes, sir."

 _Oh, to be young again,_ Quill mused, watching her stomp off to the bathroom.

Once the door closed shut behind Speira, Quill was finally left alone to his thoughts and troubles. The day's encounter had given birth to many questions that didn't seem to sit well in his mind at all. Instead, they squirmed and writhed like a fistful of worms, demanding the griffin's attention.

He had known for some time of the ponies plaguing the arteries of Equestria's Northlands. They were mostly vagrants from the larger cities, bereft of work or a place to call home. They were ponies who thought to trade in a life of squalor for one of crime. _Well, what better place to do so than the Northlands, where civilization normally days away on the main roads?_ The dwindling numbers of the Guard were already spread thin, as most were stationed in the bigger cities to maintain order among the surplus population. However, this wasn't the forefront of things that bothering him.

 _That unicorn... that oaf had called her a Scholar._ Quill tossed back the mildew eaten curtains and allowed the light of the outside world to fill the room. Beneath him, the ponies of the Crystal Empire greeted each other with bright, beaming faces - an expression he would never know for himself. The picture this happy city painted held a stock contrast compared to the thoughts rattling around in his feathered head.

He had heard much talk of deserters as of late. The Equestrian Guard and the Scholars of Magic had lost a near quarter of their numbers within the last year, if such rumors were to be trusted. Though Quill would rather it all just remain tabletalk shared by drunken ponies in a dimly lit tavern over a few pints, the ponies that had attacked them earlier proved that there might be more truth to them than he dared believe.

"You know things are only going to get worse, you old bird, you've seen it all happen before," Quill said to the reflection of himself captured by the mirror. "Best to take Speira and set up shop elsewhere before things get too dirty…" However, the cold, hard truth skewered that idea like one of his arrows. When things finally got "too dirty", that's when business would really pick up.

His voice trailed off, almost as if swallowed by sullen mood of the room, as his hawkish gaze fixed on a trio of armored ponies picking their way through the street. Their golden armor glinted in the sunlight, a sign that signaled their royal station like lit match in a dark cave. It wasn't too long before Quill watched as they vanished into the inn's front door. _Well, this should be fun._


	7. Chapter 7: Bedded down and nowhere to go

Finally free from Alabaster's defeated sulking, Whisper allowed herself to sink into the bathwater, her chin a mere inch or so from its steaming surface. It felt as if she was an ice cube plopped into a nice cup of coffee, her muscles melting at the warm water's touch. Hours could have passed by and she would never tire of the water's steamy embrace. However, Whisper couldn't have done such a thing under good consciousness, especially not after teasing Alabaster so. Within about a quarter of the time Alabaster would have spent in the tub, Whisper was bathed, dried off, and heading back into the main room.

The two stallions were right where she had left them. Alabaster laid on the bed, curled up with his saddlebag as if it were some kind of lover. Midnight was leaning over the armrest of his chair, gazing out at the rustic town that peeked in through the window. Lingering momentarily at the doorway, Whisper's gaze found Midnight and remained idle on him for a moment. The evening light cascaded through the windowpane in tiny slivers and kissed the gentle features of his face.

Though Whisper didn't know it, her gaze carried a weight to it. Midnight, almost alerted by something going amiss, turned his head just in time to miss Whisper's eyes averting themselves away from him. Pretending as if nothing had happened, she strolled over to the bed and took up a position next to Alabaster.

"So Wisp, how was your daaay?" Alabaster almost sang in a mocking tone, his chin propped up on his saddlebag as he fitted her with a lidded gaze. "See anything interesting in this oh so interesting toooown?"

She acknowledged his teasing with a grin. "Actually, I did, for your information."

"Oh?

"Yes… well…" her enthusiasm tapered off. "Okay, not really." The poise she tried to maintain deflated completely.

"Sadly, my books made everyday life in a country town seem much more intriguing and heated than they really are. I think the most fascinating thing I saw was a little boutique around the corner… but even that place turned out to be just as dull as most of the other places around here. The dresses they sold were… bland, to put it lightly. I don't think the mare running that store has an ounce of creativity in her whole body. In fact, if her needlework was any indication, I think she would excel more at cutting down trees than making dresses."

When she saw the snarky grin Alabaster flashed at her, Whisper quickly tried to grasp for something that sounded more appealing. "However, the ponies here seem rather nice. In fact, I remember this one who sold cabbages-" The expressions on both Alabaster's and Midnight's faces dropped like a paper mask.

"Don't… don't ever bring up cabbages again, Wisp," Alabaster groaned, burying his muzzle into his saddlebag. Even Midnight, vigorously he nodded his head, seemed to echo the sentiment.

"Umm, okay?" Whisper felt as if she was looking at only a fraction of a picture. "I feel like I missed something..."

* * *

The trio, Whisper and Alabaster more so than Midnight, whittled away the time by going into some of the finer details of their day, as few and far between as they were. It at least serviced the purpose of occupying the ponies until the sun began to dip into the horizon.

"You're serious? They just kick the trees?" Alabaster asked, studying Whisper as if she just sprouted a horn.

"Yeah, I thought it was strange too, but you should've seen them, Al! The apples just fall off! It's as if they all decided to jump ship from a single buck!"

Though the working habits of the apple ranchers seemed to fascinate Whisper to no end, Alabaster didn't share her elation. Rubbing his chin, he squinted at her skeptically. "That's just… weird. I don't see why they just don't use magic... but hey, whatever works for them, I guess," he ended with a shrug.

The sentence was punctuated with a gurgling rumble. Alabaster glanced down at his abdomen, missing the brief giggle that escaped Whisper. "I guess all this talk of apples has made someone antsy, huh?" he said, prodding his belly inquisitively. It only responded with another grumble.

"Well, that settles it. I'm hungry." As if that was his cue, Alabaster rose up on all hours and stretched out across the bed languidly. His stiff joints popped like snapped twigs, each time eliciting a grimace from Midnight. It only got worse when Alabaster started to roll his neck.

"Al, please!" Whisper barked, taking note of the way Midnight shifted uneasily. "If you going to do that, go outside where it's not right in our ears."

He flashed her a dastardly grin before playfully swiping at her nose with the tip of his wing. Ignoring how her glare drilled into his hide, the pegasus clopped down from the bed and looked over to his quiet companion.

"Yo, Midnight, you want something too? I'm heading down to Sour Apple's." Much to Alabaster's surprise, the stallion shook his head.

"Really? You sure? I don't mind bringing it back up."

"Thank you, but no," Midnight said, adding a sheepish smile. "I don't know why, but I'm just not really hungry."

That was a lie, though. The timid pony knew exactly why his appetite was shot. Part of the reason was because that large meal he ate earlier still sat in his stomach like a lead anchor. From the way he felt, Midnight wondered if it would be another day or so before he could bring himself to eat again.

Mainly, though, it was because the horrid smell of rotten milk still lingered in his nostrils like a bad memory. Nervously, he pondered if the stench had embedded itself deep into his coat like some nasty kind of mite. The food nested in Midnight's stomach churned at the thought of eating anything while also having to smell that rancid stench at the same time. _If there is anything that could make me sick, I think that would be it._

Those golden flecked eyes of the pegasus studied him for a moment, as if he was expecting this to be some kind of joke. Then he shrugged and said, "Alright then, but don't say I didn't offer. If you decided in a bit that you want something, though, you're going to be getting it yourself."

"Alright," Midnight chuckled, "I'll keep that in mind. Thank you."

Striding on past, Alabaster was nearly at the door before a cinderblock of realization dropped down on his hard head.

"Oh, Wisps, I nearly forgot," he started, spinning back around. "Do _you_ want something too?"

Arching an eyebrow, Whisper was about to ask him if was daft. Then, with a sideways glance to Midnight, she remembered her part in their little act.

"Oh! Thanks, Al, but I ate something before I came up. Don't think I could even think about eating anything else!"

 _I can sympathize_ , Midnight glowered. Alabaster gave a small salute with one his wings as confirmation before opening the door and slipping out.

With one less soul in the room, Alabaster's departure ushered in a startling quiet. Whisper laminated, realizing that this was the first time she had ever been alone with her newest traveling companion. She found it utterly ironic that it would be Alabaster who would spend the most time with Midnight, especially considering how he was against letting the poor stallion join in the first place. With Alabaster's mouth out of the equation, this would be the perfect time for Whisper to become better acquainted with Midnight.

Tapping her hooves together, like a nervous filly on her first day of school, Whisper met Midnight's somber gaze. He wasn't necessarily looking at her in that moment, but his eyes wandered the room restlessly. Apparently the window had finally lost its appeal. It didn't take too long for him to eventually find Whisper again.

"So, Midnight, you haven't said a word about _your_ day yet." Whisper thought that this would be enough to bait the stallion into a conversation, but his answer was much more lackluster than she had hoped.

"Oh yeah, I guess I didn't… "

That statement left the two staring at one another quite uncomfortably. Seeing the disappointment on her face, Midnight quickly added, "There really isn't anything I can say that you and Alabaster haven't. I spent most of the morning trying to find a produce stand, then a good bit of the evening following Alabaster. Nothing else."

A little dagger of remorse needled at the back of his skull, as if to say 'that's not the whole story, is it, buddy?' Midnight shrugged it aside, or as best as he could, anyway. Even if he wanted to recant his time with Gavell, he wasn't entirely sure how he would go about that. It was a box he wasn't ready to open yet. _But one I'll have to… eventually._

"That's too bad," Whisper said with a touch of disappointment. "I was hoping at least one of us managed to find something a bit worthwhile in this town. Oh well, maybe things will seem a bit greener further along the track."

"Maybe so…" Midnight fell quiet for moment, his brow furrowing suddenly. Just as Whisper was about to ask if something was the matter, the stallion found the words he was struggling to weave together.

"Whisper? Is the time you and Alabaster spend waiting around like this always so… boring?"

Midnight thought he had just said something wrong form the way Whisper's expression seemed to stall, but the smile that followed washed away that worry.

"No, I'm afraid not," she giggled, pushing back a few braids of her silvery mane. "Usually we don't stay this long in one place unless we have a job or something."

"And what is it you guys do?"

"Well…" Now it was Whisper's time to grasp for words. She turned her hoof over and over in the air, as if that would help her to spit out whatever was dancing at the tip of her tongue.

"We do whatever we can get paid for."

"Oh… so what do you usually get paid to do?"

The question was like a blow to the gut for Whisper, eliciting a groan from the mare. "Oh boy, what [haven't] we done is the question, Midnight. We've shingled houses, worked stalls, herded cattle, and sewn clothes. None of them lasted longer than a couple of months, but we've done a little bit of everything."

"You know how to sew?" Midnight's mind turned to the doll, Mr. Smiles, Whisper had been so proud of.

Had she been the one that crafted him? Or it? Midnight found himself unsure. Then he thought quickly of the ill fitted saddlebag that had nearly rubbed him raw in days prior. If it were possible, maybe he could convince Whisper to make some minor adjustments to the blasted thing. Another long trek like the one the other day would probably be the death of him. _Popping blisters is the last thing I want to worry about right now._

"Eh… Needle work was always more of Alabaster's thing. I'm fairly decent, but kind of a hack when compared to what he can do." A bit disappointed, Midnight gave a short nod before his neck froze stiff.

"Wait, you're telling me Alabaster can sew? Of all the things he could be capable of… I wouldn't think that _that_ would be one of them!" Whisper laughed at the way Midnight gawked at her, his mouth hanging limply like a rubber chicken.

"Yes, he has rather a knack for it actually. Is that so strange?" Whisper asked. She tried to shield the amusement in her voice, but the dumbfounded way Midnight looked at that moment was too much for her.

"I guess not… It's just…" Midnight pause for a moment, wrangling his memory in order so that he didn't misconstrue anything. "Back at the rock farm, all of the mares there sew. When I asked about what they were doing, the farmer, Igneous if I remember correctly, told me when I a that it was a feminine art. Definitely not something for stallions." Igneous had been quite adamant about that last bit, especially when it appeared Midnight was starting to take a shine to the craft. It was now Whisper's turn to gape, her mirth nibbed at the bud.

"What! That's ridiculous! Sewing is a craft anyone can benefit from! I can't tell you how many times we've managed to put food in our belly because Al patched up some old buck's tattered coat, or because he filled in for a seamstress who had lost their apprentice to a direwolf attack!" Midnight sunk back, not entirely certain that her outburst wasn't meant for him.

Allowing dead air to settle between them, at least long enough for Whisper's harsh tongued annoyance to broil down to a seemer, Midnight chewed on his words for a bit before speaking again. "Is Alabaster any good? At sewing, I mean!" That last bit spewed out faster than he had intended it to.

For a moment, before his quickly spoken words were processed, Whisper was taken aback. However, she smiled eagerly at him.

"Here, let me show you something."

Reaching over, she pulled Alabaster's saddlebag closer to her. It took a few moments of rummaging and searching for the right pocket, but she finally gave a triumphant **aha!** What she pulled free from the confines of the bag made Midnight's eyes widen. It was a scarf. Laying it in front of her, Whisper gave the article of clothing a loving smile. The thing was the color of a burning flame, but in its center was a winding, thorny flower stem that ran the scarf. Either direction of the stems ended in a blooming rose. Both the flower and the stems themselves were the same color as Midnight's dark coat.

"Now, this doesn't really have anything to with sewing, but I think you get the idea. Though he may not look it, Alabaster has quite the creative streak in him…" Her smile deflated. "Or, he does when he isn't using that creativity to bash someone's head in. At least this is one hobby of his that doesn't get us a oneway ticket to the slammer."

Midnight stared at the scarf for a time, his mind turning over on itself as the gears of thought worked restless within his skull. Eventually, his thoughts sated for the time being, he raised his gaze from the scarf and met Whisper's eyes.

"Do you have any hobbies?" he asked her.

Instantly, the smile Whisper wore flourished like a wildfire creeping along in the underbrush. Midnight noted, with great unease, how similar she looked to Alabaster when he pulled out his deck of cards. _What have I gotten myself into now?_

* * *

Half an hour had passed and Alabaster was trudging up the stairs of the inn with a full, satisfied belly. The dish of the night for Sour Apple's kitchen was 'garlic soup', something that the hollow legged pegasus had been able to attack with much gusto. Perhaps too much, if truth be told. Two bowls of the delicious stuff sloshed around in his stomach with every step he took.

"Holy cow," he sighed blissfully, reaching the door to room eight. "That old hag might be creepier that a corpse wearing lipstick, but damn can she cook! Midnight doesn't know what he missed."

The door swung open and Alabaster was half way through the doorway when every muscle in his entire body went rigid. His opened his mouth, as if to form words, but he ended up gnawing on an invisible loaf of stale bread.

"And this one! I nearly forgot this one! I read this a few months back, when me and Alabaster were cleaning troughs at a ranch… not our most glorious of jobs."

Midnight was no longer on his wingback perch, instead he had moved across from Whisper on the bed. In between them lay a pile of paperback novels that had once been tucked away into Whisper's saddlebag. The garlic soup began doing cartwheels in Alabaster's stomach when he recognized the familiar faces of dreary eyed, dreamy models printed across each of the book's faces. Whisper had her hoof on one titled _Hearts Across Detrot: A Noir_.

"Oh, come on!" Alabaster yelled, ruffling his feathers menacing. "You give me shit about trying to play poker with him, then you go and try to get him into _that_ trash!"

The two ponies jumped at the pegasus's voice, both looking like blushing lovers that had just been caught in the throes of something dirty. It was Whisper who recovering first, heat rising to her cheeks as her shock transformed into animosity.

"What do you mean by trash!?" Midnight flinched away from the fuming mare, amazed that the soft spoken mare could roar like she did. "These are works of literature, and fine ones at that!"

"Um," Midnight squeaked, afraid to make himself known to the ponies glaring each other down. "Am I missing something?" His words were lost in the ensnaring inferno sparking between the two friends like a case of spontaneous combustion.

"No, Wisp, they're penny dreadfuls! And you know why they're called that? Because they're dreadful!"

"Oh, please! How would you even know if they're bad or not? You've never even picked one up before!"

"I did! You remember 'Brokeback Valley', the damn book I read after you kept shoving it in my face for two weeks? Remember that?"

"Well… how was I supposed to know you wouldn't be into those kinds of romances?"

"YOU ASK!" The air seemed crack with tension as their voices rose higher and higher. Midnight wondered how long it would be till the manager waddled up to tell them to quiet down. Then Midnight wondered what would become of the poor, daft fellow if he was to accidentally be pulled into the mess. Like a child that had just trotted into an argument raging on between his parents, Midnight covered his head with his hooves and slithered underneath the covers of the bed.

* * *

Armor maintenance had almost become as natural for Speira as her own bodily functions. Every day, usually before bedtime, she would go about polishing and cleaning the complex piece of arcane machinery, ever mindful of its sharp plumage. Quill told her often that she should think of the armor as an extension of herself, and to treat it thusly.

"You wouldn't go to bed after a long day without washing off the filth sticking to your coat, would you?" Quill had once asked her. "And you wouldn't overlook a wound just because you think you could treat it later. Well, the same applies for your armor, my dear. It's special, just as you are. I want you to care for it as I have cared for you, you understand?"

She had understood, quite clearly in fact. Speira took to his orders quickly and without question (mostly). Although, the usual fervor and pride she took in tending to the armor's needs were gone. As much as Speira loved the strange and eerie thing, she hated cleaning off blood and gore more than anything else in her life. It felt like hours had come and gone as she scrubbed off the blotches of red crusting along the steel's ebony face while also making sure to get in between the joints of the wings.

Eventually, after much grumbling and physical exertion, Speira dried off her armor and then herself. Both were clean as a whistle, not a drop of blood to be found anywhere on either of them. _Just as Papa likes,_ she thought sluggishly, pushing her damp mane from her eyes. The glowing veins along the armor sputtered and pulsed, almost gratefully.

Speira hefted it carefully onto her back, mindful of those painfully sharp wings, and trotting back to the main room, she found her mentor seated on the edge of the bed. It wasn't uncommon to find the old bird brooding after they had completed a job. This day was not an exception from any other. His attention was turned to the window and the crystalline city lying outside, and it remained so even as he addressed her.

"I'm glad to see you took your time, my dear. Not a single speck of red, just what I like to see." This came as no surprise to Speira. Even out of his peripherals, his vision soared above and beyond that of the normal pony's.

Outside, the sky had become a splatter piece, numerous shades of reds and purples slung haphazardly along a cloudless canvas. _How long was I in the bathroom?_

When Speira voiced this question, Quill chuckled and allowed his gaze to drift to her. "Long enough, that's what matters." He patted the empty place next to him with a gentle claw. "Bring it over here and let me see if there was any damage to the blades."

This was one of the few bits of maintenance that Quill performed on Speira's armor. After any bloody altercation, he would check for nicks in the blades and fix any damage there may be to the wings's joints. Every so often, he would also sharpen them. It was something that he was teaching Speira as they went on, but she could tell that he still enjoyed doing it himself. That seemed perfectly logical to the filly, as they were his creation.

Complying with her teacher's instructions, she trotted over and rested it carefully at his side. With claws that were as skillful as they were deadly, Quill stretched one of the wings out in front of him and began to trace a talon along each sharpened feather, seeking out any imperfections.

Speira watched him with inquisitive eyes, soaking in his every gesture like a depraved sponge. It wouldn't be too much longer before this task passed on to her, and she wanted to be sure that she was every bit as adept at it as Quill.

Every so often, the griffin would glance up to make sure that the quiet filly was still there. Each time he did so he found Speira standing just a bit closer, her studious gaze ever growing in intensity.

"Well, the verdict is looking good," Quill said midway during his inspection of the second wing. "No nicks, cracks, or any severe damage. Although, the joints are feeling just a tad stiff." He gave the wing a flex, folding it and then unfolding quickly. "May want to oil them before bed." Speira nodded and Quill pushed the armor back to her, however, she kept her eyes fixed on him.

"I heard voices, sir," she said matter of factly, earning a chuckle from Quill. Clearly he had been expecting this.

"I have no doubt of that, my dear. Those royal guards have as much subtlety and nuance as a rhino with hemorrhoids."

"A rhino with what?"

"Never you mind, Speira."

"But you said the royal guards were here. Did they come to pay us?" He nodded, though a bit uneasily.

"Yes… for the most part. They were mainly interested in hearing about our _interesting_ encounter with some of the natives earlier."

A shadow crept into the filly's olive toned eyes, and her hardened gaze promised a death more foul than just a few measly cuts from her wings. "They weren't mean to you, were they, Papa?"

Quill was a bit alarmed to see the filly's demeanor darken so suddenly. He had seen her angry before, mostly when he told her it was time for bed or when he instructed to finish off her vegetables, but never as murderous as she looked in that very moment.

The smile he gave managed to disarm her anger. "No, my dear, Prince Shining Armor has yet to send someone so foolish to us."

"They acted stuffy, though, didn't they?"

"Yes," Quill conceded, his voice drawing out the word as if he were hesitant to say it, "I guess they were a bit 'stuffy'. Although, it's nothing for you to worry about, young missy. This old bird can handle himself just fine, thank you very much."

That made Speira frown. "I don't think you're old, Papa."

"That's sweet of you, but my achy neck begs to differ."

Before Speira continued, she hopped up on the bed with Quill and nestled closely into his side. He had long discarded his leather barding, laying it out in the rocking chair across the room, thus allowing her to submerge herself in the warmth radiating from Quill's fur. The scent of aging leather and musk clung to him. It was comforting and nostalgic, an odor she had known her whole life. Nuzzling the crook under his left leg, Quill took noticed and lifted it for her. Squirming and wriggling like an overactive worm, Speira managed to squeeze her way underneath him. When she was finally comfortable, only her head was visible. Smiling, Quill hugged himself tenderly to the filly, careful not to squish her.

They were content to remain like that for a time, simply enjoying the feeling of being so near to one another. Quill even allowed a slight purr to escape under his breath, something he almost never did. Eventually, though, the silence was broken, much to Quill's dismay. He could have spent the rest of his life like that, scrunched up closely to his daughter, and never have given a second thought to the woes of the pony world. But alas.

"Papa… they weren't happy when you told them one of those ponies was a Scholar, were they?"

Quill sighed. "No, love, they weren't happy about that at all."

* * *

Night had fallen over Appleloosa like a hand knitted blanket. Under its cover, crickets sang in a mismatched, yet still lulling, chorus that ushered many a pony to sweet dreams. As more and more lit windows began to wink out of existence like dying stars, the town slipped ever closer into sleep. There was one pony, however, who would remain vigilant through most of the night.

Midnight Dreary, who had yet to live up to his namesake, was curled up on the cushion of the wingback chair and playing audience to the chorus of crickets. It wasn't by force that he had been marooned on to the chair again while his friends got the bed, instead he had volunteered willingly. It wasn't necessarily that he was scared of sleeping next to another pony, because he would have been absolutely fine with sharing the bed with Whisper. However, he knew that Whisper's big heart would compel her give up her space for him, leaving Midnight with-

Alabaster gave a sharp snort, as if on cue, and tugged at the cover, almost pulling it off of Whisper. It wasn't the snoring that bother Midnight, though, it was the pillow that formed a barrier between the two sleeping friends. He remembered Whisper briefly explaining why the wall of fluffyness was needed, and felt himself shudder.

"Well, you see," Whisper had flushed a touch as she spoke, "Alabaster get's a bit _clingy_ in his sleep. It's usually not so bad, but there has been a few times when I've needed a crowbar to get his ham-hooves off me. Can't say that I blame him though, haha!."

That dig had earned a scowl from the pegasus, who was obviously still sore over their earlier argument. Midnight, however, took her words to heart. When the issue had come up over their sleeping arrangement, he had been adamant that they get the bed and he sleep in the chair. It took a lot of arm twisting and Alabaster groaning "just let him be, Wisp" before a sulking Whisper let the issue be put to rest.

Wistfully, and almost enviously, Midnight watched over the slumbering forms of his two friends with glittering eyes. Sleep was a fickle mistress, and it seemed that she was having little to do with him. He kept hoping that he'd just nod off, as if consciousness was just a slippery slope where all one needed was one misplaced step. Yet, the stallion's waking world held strong.

The shadows spoke as they always did, though Midnight was relieved to find their voices quieting as the night waned. They spoke in words so quiet that the pony could have sworn that it was really the babbling of a distant brook. He liked to think that he was getting better at tuning them out, yet he wasn't entirely confident that was the case. _Their will is their own,_ Midnight surmised. _All I can do is tell them to be quiet and hope they'll listen._

He allowed that thought to marinate in his mind for a time. It made him uneasy to think of what these unseen forces were capable of if he didn't try and resist them. Would their voices grow stronger? Maybe even speak to him with more than just the whispers of others? Or maybe they would try to hurt…

 _Listen…_

Midnight winced. The word echoing through the cassems of his skull, pushing aside anything else that might have been rattling around. It was Gavell who spoke, or a memory of him, at least. A ghost bellowing from behind a closet door.

 _Listening to that which others do not is the only way you're going to stay ahead of what's to come. LISTEN._

"Listen…" The word seemed to dribble down from Midnight's mind and find its way to his lips. It was a strange thought, one that frightened him. He hadn't actually called upon the shadows before, let alone try and _listen_ to them. Perhaps, if he tried to, he could find a shred of truth on their mischievous tongues. Something that could at least give him a clue about either himself or what was wrong with him.

Midnight gave a quick shake of his head. _Am I really considering this? Taking the advice from some crazy pony?_ Simply recalling the memory of Gavell made Midnight's stomach twist into knots. That stench that had assaulted his sense had left a scar on that wasn't healing anytime soon.

Yet, even through the fear he felt when he conjured up the deranged look in Gavell's face, Midnight couldn't help but think harder on the advice the mad traveler had given him. Too many questions had filled him since the luncheon earlier that day. He wanted nothing more than to cut a hole in this blanket of confusion that has been smothering him since he first awoke on the rock farm. Answers. That's all he wanted, plain and simple.

 _Well, there is something I can do about that, isn't there?_ As a matter of fact, from Midnight's position, there were two things he could do. He could seek out Gavell once more and try to force these answers from him. Midnight dismissed this idea as quickly as it came. By no means was he a brave pony. If he even managed to find the deranged pony again, which he had the feeling that he wouldn't, there was no way he could bring himself to confront Gavell. The other option was to…

 _Lissssten..._

Licking his lips, Midnight glanced over his friends again. Alabaster tossed around again and Whisper nuzzled Mr. Smiles, but both ponies were still breathing deeply. _Fast asleep._ It did occur to Midnight once or twice that maybe he should share this burden of his with the two ponies. _And what if they don't accept it? Don't accept you?_ That thought combated his senses whenever he tried to find the courage to confess, but somehow, that seed of doubt always managed to win out. _What if the speaking of shadows is a greater ill omen than I first thought? It's fortunate enough that I found myself in the company of such ponies, ponies as understanding as them. If I alienate myself from Whisper and Alabaster, I don't think I could make it much farther on my own. Not as I am right now._

The shadows, fleeing from the rays of moonlight veining in, had crept a long way across the walls when the dust from the war waging in Midnight's head had settled. Those azure pools of his flickered with uncertainty, but he kept those waves of doubt contained. He didn't need his resolve shaking now. With a heavy sigh, he closed his eyes and _listened_.

It was a strange sensation, to actually open himself and his senses to the bodiless whispers that haunted him. Much to his surprise, though, his open invitation for conversation was meet with a vague sense of disinterest. What Midnight had expected was an overload of voices, much like what had happened the night he first camped with his new companions. Yet, as he struggled to keep his mind cleared of any arbitrary thoughts, he noted that the flood he had expected was little more than a trickle.

What few voices that spoke to him did so in low, guttural tones. Midnight fished around for a time longer, trying to cast his mental net out further and further, hoping to the heavens that something useful would swim into his grasp. Minutes marched on like eons dying before a forgotten god, and yet nothing came.

As Midnight's mind's eye widened, his other sense became muffled. The back of his eyelids had became an endless field stretching before his lying form while the rhythmic drone of the crickets had faded from, as if cotton had been stuffed into his ears. Because of this, Midnight never saw the silhouettes of shadows dancing around the feet of his chair. The dark masses flickered and whirled around him like black flames, edging closer every minute.

The moving shadows went still, like a troublemaking foal caught in the act of something foul, when Midnight's mind crept out of the murky depths of its suclesion. His eyes were watery upon opening, and for a moment, the unlit room appeared like a smeared oil painting left in a heavy drizzle. Seconds later, his sight began to clear. Nothing had happened…

 _Maybe it's for the best. In fact-_ Midnight's spared himself a wry smile. _I think I'm kind of glad that-_

That thought died suddenly. His net had been tugged, something finally tumbled into his invisible clutches. Which came as quite the shock to him since he thought he had reeled that net in.

A voice rolled through the silence like a distant thunderhead. It spoke softly at first, even friendly like, but its voice grew and increased in volume the longer it continued to speak. Yet, the spectre had only one word to say. That single word cut into the pony's very being, doing away with his flesh and sinking deep into his bones. Nay, his soul.

 _"Midnight…"_

Midnight knew he should have been afraid, yet his senses were too jangled for him to process fear. Staring at the window, as dead faced as a rigor mortised corpse, his mind raced to catch up with him.

His name had carried through the air, chilling it like a December breeze. Casting a glance over at the bed, he saw that his friends were still fast asleep. Alabaster even gave a little snore, as if to reassure him. _Perhaps I was only hearing things? I am growing rather paranoid, aren't I? My nerves must be playing tricks on me._

He knew better than to kid himself, yet Midnight tried to hold on to that thought. Maybe if he believed in it hard enough, he could make the thought reality. If only he could have just been allowed to be so delusional.

As his sputtering heart began to calm itself, he allowed his gaze to part from the window and fall to the floor. Even if something was out there, from where Midnight sat all he could see of the town was a few lonely rooftops from across the street. Curling on the cushion, resting his head on his crossed hooves, Midnight made up his mind that he had just heard the wind and nothing else. He was going to close his eyes and go to sleep, and if sleep persisted to avoid him, then he would simply pretend. He would pretend to sleep till the break of dawn if he had to. Whatever it took to keep himself sane, he would do it.

 _"Midnight..."_

Closer. The voice sounded closer now, as if it's speaker was standing in the street his window overlooked. Midnight buried his face into his hooves like a cowering foal. He hoped against hope that one of his friends would stir. Nothing would make him feel better in the whole wide world than to hear a tired, bedraggled Alabaster sit up in the bed and rasp, "Who the hell's yelling out there?" But that never happened. The voice spoke to Midnight, and to Midnight alone. _Just as all the shadows do._

His name would ring out a few more times through the night, eliciting a shudder from Midnight each time, but the voice refused to draw nearer. _It wants me to come out,_ Midnight thought, beginning to loose the lucidity that held his mind together. The thought was ludicrous, of course, but with the fear came lethargy and lunacy. Not exactly a cocktail of sane thoughts. Time began to blur as he forced himself into the back of his mind.

It was possible that he had finally found sleep. Midnight wasn't quite sure either, though he did not care. The voice had become nothing more than a distant echo, as did the rest of the sleeping world. Little did he know that the shadows had resumed their dance, this time moving with much more vigor. A few even dared to stray and snake up the chair, moving to close where the pony lay...


	8. Chapter 8: To Greener Pastures

If the smiling sun hanging above Appleloosa wasn't enough of a sign that a grand day had dawned for Equestria, than the harsh, braying whistle of the train calling out to the horizon was. Smoke billowed from the heart of the train and clung up above the ponies' heads like a leaded overcast.

"All aboard!" a sharply dressed stallion called out, his handlebar mustache slicked with beads of sweat. The handful of ponies that still lingered on the platform said a hasty farewell to those who came to see them off before rushing to board the passenger train. Few ponies were leaving Appleloosa these days, and even fewer were coming to visit. Then again, as one particular pony would rave about, that might have to do with the inflating prices of train tickets.

Within a span of minutes, all of the ponies were aboard and the train was ready to disembark on yet another voyage. The conductor gave a hard tug on his rope, eliciting one last earsplitting whistle before releasing the brakes. The metal beast exhaled a loud hiss just as it began to awaken. There would be a few ponies passing by who would pause long enough to watch as the hulk lumbered off, but most in Appleloosa didn't give the thing so much as a second glance. Not a single one could guess the monolithic role that three certain ponies aboard would play in Equestria's future.

'Onward to a new life' is what Little Whisper would have liked to have said as she and her two cohorts boarded the train. Not only did it have a nice ring to it, but she thought that it might make Midnight feel better- all of the loud noises emitted from the metallic monster had put the skittish stallion on edge. Now that she thought about it, it seemed that every little thing about the contraption made the poor guy jump. Alas, as they entered the passenger cart, Alabaster stole all the air before she even had a chance to so much mutter a word.

"Do you believe that shit?" the pegasus seethed, leading the way through the aisles of seats. "Sixty bits for three tickets? What the actual hell!? Are Equestrian trains running off of some kind of precious gems or something? I'm starting to wonder if we should've just hoofed it!"

Whisper opened her mouth to agree sullenly -not taking kindly to being interrupted- but Alabaster's rant cut her short yet again. "Seriously, I'm surprised anyone can actually get around! It's as if they're just _trying_ to hovel us!" Rolling her eyes, Whisper decided to postpone any form of conversation with Alabaster for the next ten minutes or so. That was long enough for him to barf out whatever hot air he had left in him.

Glancing around, Whisper immediately felt herself struck by how empty the passenger cart was. There was not a single soul aside from them. Every single row of cushioned seats lay as bare as a carcass picked clean. _This is… eerie,_ Whisper noted, breaking away from the company of the fuming pegasus. Striding down along the width of the car, she turned her eyes over each barren row of seats as she passed. When Whisper reached the end, she spun around. The two stallions still remained on the other end, one raving to the empty space that Whisper had once occupied and the other watching the mare curiously. Midnight met Whisper's eyes, and he looked just as puzzled as she did.

"Is this... normal?" Midnight asked, raising his voice. Whether he did so to be heard over the length of car or over the ranting of the stallion behind, Whisper wasn't sure. _Probably both._

Whisper shook her head. "Maybe it is here, but not where we're from. There's usually at least a hoof full in each car… never this." She motioned all around.

At the sound of their chatter, Alabaster snapped out of his blood boiling rage long enough to notice the void of life encompassing them. "Holy shit, is it just us in here?" As if to answer, the train began to lurch forward. All three of the ponies took a quick stumble towards the rear. Luckily, Alabaster and Midnight were close enough to catch one another before spilling to the dusty floor. Whisper though? Not quite so lucky.

"You just had to ask," Whisper groaned. Her snout ached from it had just kissed the floor and dirt peppered her cerelain coat like freckles. _I'm going to have to drown myself in a pot of boiling water before I ever feel clean again,_ Whisper thought begrudgingly, brushing away at the grit.

Alabaster, who's left foreleg had found its way around Midnight's waist, slipped the leg free and steadying himself on all fours once again. "You good?" he asked Midnight. The buck nodded and smiled gratefully.

The platform outside the car's window had already slid away from sight and was replaced with flocks of fleeing buildings. It wasn't too long before these were gone as well. The last of Appleloosa to vanish from view was a ramshackle shanty on the town's outskirts that appeared utterly abandoned, save for a tendril of smoke rising from a piped chimney.

"Well then," Whisper said, "I guess it is just us." Pushing herself from the seat, she moved over to peer at the world fleeing from them. Soon the buildings of Appleloosa looked like nothing more than dollhouses sitting on the far off horizon. "Maybe these southern ponies just aren't the traveling type?"

Alabaster shrugged. "Maybe so, but from the way I see it, that means more legroom for us." Taking a few steps, the pegasus unfastened the straps to his saddlebag and let it fall clumsily onto one of the empty benches. Something -that something sounding very much like glass- made an unapproving clinking sound as it jostled around in his bag. Whisper only rolled her eyes.

Midnight Dreary, his sides still a touch saddle sore, eagerly followed Alabaster's suit, though he treated his belongings with a bit more care. "How long is the trainride going to be again?" he asked, almost sheepishly. "I think I… I might have to-"

"I swear by the eternal flame, Midnight, if you end that sentence with 'I have to use the bathroom', I'm going to buck you right in the face." Midnight fell silent under Alabaster's scowl, which only seemed to prod at the stallion's short temper even more. "Damn it, dude, I told you to go _before_ we got on the train!"

"Leave him be, Al," Whisper cut in, swiveling her head around. "He probably didn't have to go then. You can't blame him for that! Or do I need to remind you what happened during a certain carriage ride from Oberdan Outpost to-"

"Thank you, Wisp, point taken!" Alabaster barked, flopping his rump down on the seat beside his saddlebag. "But I did tell him to go before we boarded. You just remember that in an hour or so from now when his back teeth are floating." Nothing more to add, he crossed his forelegs and gave a loud **harrumph**. Shaking her head, Whisper turned her attention back to the window.

Midnight stood still for a moment, eyes darting between the two other ponies. "I actually wasn't going to say anything about using the bathroom, but that's fine… I was just hoping you could tell me how long the ride is going to last. I couldn't understand a word that ticket teller said." Whoever that stallion had been, Midnight worried deeply for his mental health. The entire time they were trying to buy their tickets, everything he said had spewed out in a witless slurry. Midnight's nose wrinkled as he also began to recall how rank the pony was, as if the little booth he occupied was a cask of fermenting body odor and rotting apples.

Alabaster began to chuckle, almost fondly. "Oh yeah, that guy. Heh heh! Can't remember the last time I saw someone so plastered. I'll be damned if he still wasn't able to work that register like a pro, though," he said with a hint of admiration. "Must have _a lot_ of experience with being drunk on the job. I can admire that."

"Yeah, you would, wouldn't you?" Whisper snarked with smile before addressing Midnight in turn. "He said it would be close to three hours, give or take."

"So you know what that means, right guys?" Midnight and Whisper only answered Alabaster's question with a raised eyebrow. Alabaster yawned and pulled his saddlebag closer to him, hugging it like a lumpy teddybear. "It's naptime."

Whisper almost fell out on the floor. "You can't be serious! We've only been awake for, like, two hours! How in the world can you already be tired?"

"I just can't help it!" Alabaster cried, eyelids fluttering closed as he propped his chin on the makeshift pillow. "It's the **clickety clack** of the train tracks, Wisps, they just _luuull_ me to sleep!"

"Oh come on, it won't be long till we're out of the desert! Don't you want to see all the colorful-" She was cut off be a loud, undignified snort, as if Alabaster was already asleep. Whisper knew better though, she could even see the tiny grin he was trying to hide.

"Al, please, where's your sense of adven-" Another snort. Whisper puffed out her cheeks, a scream of frustration trying its best to pry open her sealed lips. Alabaster knew all the right buttons to press. Clearly he still hadn't gotten over their little spat from the day prior. However, after a minute or two of drilling a hole in his forehead with her biting glare, a genuine snore did escape Alabaster. The rotten bastard had _actually_ managed to fall asleep.

"Is he really asleep?" Midnight asked, looking from the snoozing pegasus to the fuming mare.

"Yes, Midnight," Whisper huffed, "I do believe he is. A special talent of Al's is that he can fall asleep anywhere - I do mean _anywhere_ \- and at the drop of a hat too..."

* * *

Though Whisper had half a mind to clobber the frustrating pegasus to a pulpy mass of feathers and fur, she managed to find the decency to let the matter slide. _Besides,_ she thought with a grin. _Mid_ _night will be much better company than the annoying little g_ _oat._ Glancing over to the earth pony seated next to her, Whisper's smile faltered. The stallion had that same vacant expression he wore whenever he drew deep into himself. Occasionally, his gaze would wander and flicker over to a window, but mostly his eyes remained fashioned to his hooves.

Inching closer, Whisper cleared her throat loudly. "So… how are you enjoying _Hearts Across Detrot_ so far?" Midnight didn't jump like he normally did when roused from thought, but he did look at Whisper a bit quizzically. There was a **click** in his train of thought as he remembered the book she had lent him.

"Sorry, wasn't sure what you were talking about for a moment. It's… interesting…." As his paused, Midnight felt himself grow hesitant. "It's kind of hard to keep up with though. There's so much going on. Between all of the shifting perspectives and converging plotlines, I find myself a bit overwhelmed… but not in a bad way!"

"I can understand. The story is kind of waterlogged at first. You're just _thrown_ into the mix with all these strange ponies, not sure who they are or what their purpose is to the driving plot, but trust me, things start to make sense as you get further along. Just have to enjoy the ride for bit, you know?" Her cheery resonance comforted the string of worry knotting up inside Midnight. He had been afraid that he might obset the mare, especially after seeing how adamant she had been about the penny dreadfuls. It amused him to think how much he saw that little filly, the one who had named him, in Little Whisper.

"Well, that's good to know."

Whisper edged half an inch closer, corners of her mouth drawn back in a grin. "So how far are ya?"

"Let me think…" Midnight's brow furrowed. "I got a couple of pages into chapter six last night."

"Wow, you're cutting through it pretty quickly! You just _have_ to let me know when you get to chapter ten! That's when things get a bit interesting, if you know what I mean." She gave a sly wink.

"Um… okay?" Midnight didn't quite know what that wink was about, so he elected to pay it no attention.

Whisper droned on. "You've gotten through chapter six, huh?" She paused and thought for moment. "If I remember correctly, Detective Steely just pulled the big drug bust, am I right?" Midnight nodded.

"Alright, so you're far enough that you've met most of the characters. Tell me, who's your favorite character so far?"

It pleased Whisper to see Midnight give the question earnest consideration, and it pleased her that much more to hear him say, "I guess my favorite would have to be Skyla, Steely's assistant. Steely just has so much gloom and doom about him, and Skyla is such a breath of fresh air in comparison."

"I know, right?" Whisper nearly swooning. The sudden rise in her voice gave Midnight quite the start, but he managed to play it off with a smile.

"I always thought that Skyla added a splash of color to the story, especially with the grisly backdrop of Detrot!"

Unbeknownst to Midnight, a pandora's box of gushing and squeeing had been opened. Whisper dove into her thoughts of the wide eyed, well intentioned Skyla with much fervor, her words spilling out like bad sacklunch that hadn't agreed with her. Midnight smiled and nodded, even though he could only keep up with about half the things she was saying.

A few rows back Alabaster stirred, spurned awake by the noise. His head peeked over the next seat and he opened his mouth to shout at the two, but Alabaster's ears twitched as he began to make sense of the conversation. The pit of his stomach tripped over itself as it fell. If they were just going to be talking about one of those penny dreadfuls for the entire trip, Alabaster figured he'd be better off just playing dead… or asleep in this case. His head sunk back down.

Whisper carried on the bulk of their conversation for quite some time. Outside, dusty flatlands dotted with the occasional daring cacti gave way to patches of brown, dying grass that clung to the earth desperately. The mare's voice became a low drone as Midnight's gaze slipped from Whisper and strayed to the window at her back. His heart did a small skip and jump as it threw itself against his ribcage. Before Midnight's eyes life started to breath its way into the countryside.

For all his short existence, Midnight had only known the bare bones of the Equestrian desert. Rocks, sand, dead grass. These were things that had become the norm. Aside from the occasional garden and the trees that grew Appleloosa's famed cash crop, it appeared to him that the dominant colors of this world were grey and brown.

However, his eyes bulged at the surge of green that swept through the land like a drowning tide. Midnight couldn't quite recall when the change had happened. It was as if a sudden storm had swept by and left the train in the midst of an ocean… a swirling viridian ocean…

It took some time for Whisper to realize that every word she had been throwing at the stallion had been missing their mark. "I think that's why I've read it so many times, it's just so engag-" The sentence tapered off as she noticed the dumbfounded look on Midnight's face. "What is it? What are you looking at?" Midnight only nodded towards the window.

Turning, Whisper stared for a moment at the endless expanse of shimmering greenery, too stunned for words. Then she split into a grin as she scrambled over to the window, pressing her face to it like a foal.

"Holy cow!" she exclaimed, her breath fogging the window. "Hey, Al, wake up! You have to see this!" The only response she received from the unseen pony was a snort.

"I'm not kidding! Don't make me come over and pluck your feathers out!"

It took a few moments, and Whisper thought for a second that she would have to make good on her word, but eventually Alabaster's head peeked up over one of the seats. He looked at her with eyes that were baleful as well as bleary.

"Come on, Wisp, can't a guy just get a good nap in for good lu-" Whatever else he had meant to say lodged itself into his throat. "Holy hell… that's green… like, really green..." He was transfixed, same as Midnight, his gaze never once straying from the world lying outside the windowpane. The sprawled waves of lush grass twinkled at him as a brisk summer breeze rushed through the field.

"I know!" Whisper beamed. "That's what I was trying to tell you!"

"The Dragon Lands don't have anything like this?" Midnight asked absentmindedly, hardly aware that his mouth was moving. "The grass, I mean."

Alabaster huffed. "Of course there's grass! … It's just... not like this. The grass back there was gray, almost the color of ash. And it certainly wasn't as lush looking as this stuff."

Silence fell like a blanket, snuffing out anything else that could be said. For a time -for a long time- the trio simply watched the passing of the land, all in rapt attention. So intense was the quiet that a single sneeze from Midnight sounded like the pop of a pistol. Aside from a few startled glances, their eyes hardly left the field.

Eventually, the luscious fields gave way to sprawling forests. This drew Whisper and Alabaster even further to the edge of their seats. Back in the Dragons Lands, the pitiful excuses of trees there were nothing more than toothpicks, bare splinters of bone that dared to defy the harsh winds that sliced across the land like a steely kiss. Bare branches and sallow trunks had long been the standard, unless an unfortunate soul found themselves in the swamps. However, green in that forsaken spit of land was twisted and sickly. But not these Equestrian beauties.

These were great sentinels, vibrant with life. Though they varied in size, they all had magnificent caps of viridian and mighty trunks near about the size of a pony. Whisper sighed in awe, her eyes shimmering with delight, and Midnight gulped, feeling like nothing more than an ant when staring at the jolly green giants congregating in the distance. Only Alabaster seemed composed, but just barely. He had to clench his jaw shut, lest it drop to the seat. Sure, he knew that the color of grey that seemed to reign supreme over his homeland could extend its reach only so far, but he couldn't have imagined anything like this _ever_ existing beyond the great, cold harbors of Dragon's Head.

The greatest spectacle had yet to reveal itself, however. Before long, the silhouettes of rooftops began to peek out over the horizon. The trio's destination was drawing near and their stomachs did somersaults as they fantasized about any settlement that made its home in the midst of this sea of green. Whisper opened her mouth, probably to say that she could see the town, but she felt her lungs seized with a jolt. However, Alabaster managed catch his own wind quite well.

"What the hell!" the pegasus gasped.

Neither of Whisper or Alabaster had ever been admitted passage into the Free Pony Cities before, as both were degreed 'undesirables' by the laws laid down at the kingdom's conception eons ago. Because of this, castles were nothing more than fairy tales that gypsies sung about as they sat and drank around a campfire. However, what the trio laid their eyes on was no fairy tail. The castle before them was as solid as the glass they pressed their noses to. It looked as if it could've stretched to the heavens. The stones of its making were great lavender slabs, but that wasn't quite peculiar enough. The castle sat upon what appeared to be a monolithic tree. The tree itself, its branches weaving into the castle's stonework, was just as wondrous and vibrant as the castle itself. Its bark shimmering from top to bottom like a magnificent coat of diamonds.

All Whisper could manage at first was a little pant before eventually her tongue found proper footing. "It's amazing… though, I don't think that quite sums it up, does it? I don't think _any_ one word could!"

"I don't know," Alabaster said, his mild tone drawing both ponies attention. "Seems like whoever designed the place is blowing smoke up their own ass if you ask me."

"Al!" Whisper gaped as if she had just witnessed him perform some great act of sacrilege. It was probably a good thing that five or so rows of seats separated them, because that deadly glint in her eyes suggested that Alabaster might have lost a few feathers if he was only within her reach.

"What? I'm just being truthful, Wisp! Who builds such a queer and gaudy thing like that in the middle of a rural town? It's an eyesore I tell you, not to mention impractical! Bet you a pound of bits that whoever lives there is some stuck up noble that just enjoys looking down on all the little people. That very well explains why the place is so big!"

Shaking her head, Whisper muttered something that sounded like "typical bullheaded stallion". Peeking over her shoulder, Whisper was glad to see her own welling wonder echoed in Midnight's azure eyes. It was nice to know that there was at least one pony onboard the train that she could relate to.

"That's it then, isn't it?" Midnight asked, his tongue suddenly feeling clumsy.. "T-that's where the sheriff said we could make a new start… Ponyville…" Distant rooftops began to pierce the horizon. They were miniscule when compared to the castles jutting towers, but they there and steadily drawing closer.

"Sure looks like it, buddy." It was Alabaster who answered, his previous tone of disapproval gone. He actually wore a smile now, and he spoke with a sweetening sense of hope that he just couldn't help but feel.

"Sure looks like it..."

* * *

The clouds stretched along the blazing afternoon sky like fat blotches from a brushstroke. Far down below them Canterlot sat, nestled safely under the shadow of a mountain standing vigilant nearby. The city's stark white buildings were splashed with streaks of opulent gold and dreamy blue. Canterlot had always managed to dazzle any who gazed upon her regale and elegant beauty. It was a testament to the wonders and magnificence that the two sisters have strived to bring to their subjects.

Far above Canterlot's spires hung not only the clouds, however, but the startling lavender face of a hot air balloon. Princess Twilight Sparkle, her front legs propping herself up along the basket's side, surveyed the city she once called home and sighed contently. Though Ponyville was now where her heart would forever lie, the hex Canterlot had spun upon Twilight when she was but a filly had never truly faded. Not completely. She would always be charmed by its beauty, no matter how old she became or how often she came by for a visit.

"It's finally happening," she said to herself, her voice touched by no small amount of excitement, though, only a part of it was reserved for Canterlot. "The first landsmeet in nearly twenty years! I was only a tiny foal during the previous one, not even two years old yet. But now… I'm actually going to see it all happen in person!"

This could arguably be the most exciting day in young Twilight Sparkle's life.


	9. Chapter 9: Growing Pains

The usual drone of the city was drowned out in favor of the sweet, melodic voice of a cello that seemed to fill Quill's and Speira's room like a rising tide. It sounded as somber and as dreary as a rainy summer day. The elder mercenary sat at the corner of his bed, his posture rigid and his eyes watchful. Beside him lay his leather armor, folded and cleaned with neat precision. Speria had noted, and not for the first time, how naked her mentor looked. Without the bulk of the armor you would almost suspect him as nothing more than just another aging griffon with a few too many grey feathers.

 _That's a deadly thought, though._ Speira would always remind herself when such thoughts came. In fact, she had to remind herself this very morning. However, she didn't allow herself to think of such trifle for more than a second. It would only clutter her mind, and with the current task at hand, she couldn't afford to let herself get distracted by it.

It had taken some rearranging, but a decent sized space had been cleared out in the room's center. There, Speira danced. Her hooves glided over the hardwood floor, as silent as a specter, and her body followed with just as much grace. She stepped in beat with the instrument's voice - its source being a record player resting on Quill's nightstand - never straying too close to either of the beds flanking her sides or the wall to her rear.

Eyes shut and heart open, Speira allowed the music to guide her. _Trust in your body,_ Quill's voice echoed. _Trust in the rhythm of your hooves and the beat that guides them._ These were but a few of the tenants installed into Speira. They were as much a part of her as her beating heart and her expanding lungs.

As time dragged on and the laps Speira made around the room increased, the end of the song drew near. _The crescendo._ Speira felt her muscles sing with a strange, ebbing energy at the thought of that word, as if it was a jolt of electricity. Everything before that moment, the crescendo, was simply a warm up for the filly. "Child's play", as she would put it, though Quill would scold her if he should ever hear her say it aloud.

The strokes across the strings of the cello had been long and delicate, but now Speira could hear the thrum of the cello's voice growing deeper as the hoof guiding its bow pressed harder. It wasn't long before the strokes of the bow became shorter and rhythmic. With every second the beat increased, Speira matched its tempo. Her hooves rose and fell faster now. Yet still, she was no louder than a whisper.

The heart set deep within her began to hammer madly against her chest, but not with exertion. With excitement! Her expression remained as vacant and as stony as the one set upon her mentor, but inside Speira was beaming. This is what she lived for. She lived for the thumping of her heart, the rattling of her lungs, the beads of sweat tickling at her brow, the burn in her muscles... _The kill…_

The cello's voice spoke so quickly now that it didn't even seem to draw a breath. Speira's hooves moved almost in a blur, her body now twisting and turning as it followed. A few times it appeared that the filly was about to run headlong into one of the beds. In truth, Speira probably should have. However, each time she drew near to either one, she always pivoted away from the oncoming collision, spinning cooly on her hooves with frightening ease. _I live for the kill… I live for the kill._ The final few cords crashed into existence like a waterfall, carrying Speira on waves of euphoria that washed away the burning in her legs and back. _I live for the kill!_

One finally pivot sent Speira soaring, her hooves gliding over the hardwood. For that single second, she was flying. Then the final note came and fell like a blow from a hammer. It was the only sound that marked Speira's arrival back to earth.

And just like that… it was over.

It took several seconds for Speira to register that the music had stopped, that her body no longer moved by its command. Eventually, as the grip adrenaline had on her loosened, she began to notice that the ground beneath her was still and that the air around her was quiet. Her eyes fluttered open, almost reluctantly, and she found herself standing at the epicenter of her training ground. She had stuck the finish perfectly.

For several tiring minutes, the room lay still. The record player's needle, it's job completed, had raised into a rearing position for a rest while the record spun idly beneath it. Quill flicked the contraption off, his measuring gaze never once leaving the panting filly. The silence was infuriating and it almost seemed to strangle Speira. It was all she could do to keep her expression even as she looked over to Quill. As if from another world, some pony's voice rose from the tavern below and pierced the silence momentarily. No doubt this was just an inebriated patron calling for a refill. _There's always one fool looking to get drunk before lunch simply so he can ruin everyone else's day._

"Well?" is what Speira wanted to say. "How was it?" She hated the quiet, but bore it with stoney faced indifference. In the heat of action, the warrior always knows what must be done. And even if they don't, their body does. Speira's instincts were sharp, even more so than the blades of her wings. She would never be without ally in the fray so long as she remembered her training and trusted her instincts. However, she was not in battle now. She was in the calm. She was in silence. Here she would be bereft of those old friends of hers.

 _It's a test,_ she thought. _A test of patience. Just because the dust of battle has settled does not mean that you have yet won._ Speira hoped that such a thought would have made Quill proud.

As she suspected, a test it was, and apparently, it was a test she passed. After a considerable amount of deliberation, Quill gave her small nod of approval. Speira felt the still thrumming muscles of her body relax as she sighed.

"Not bad, my dear," Quill said at last. "Not bad at all. I feared you might not wait for the crescendo. That always seems like your gravest misstep; rushing to the finale. However, you showed great restraint just now. Perhaps I'm finally getting through that bull's head of yours." He spoke this last bit foundly with a smile playing at the edges of his beak. Speira, forever the child of few words, said nothing as she approached Quill.

Quill's eyes wandered over to the record player as he allowed his thoughts to roam, but snapped forward when he felt Speira's lingering gaze. She stared up at him intently, her ears drooping back over that pink mane. Mentor was not Quill's only title. The second, and most important, was father. Years of parenting had sharpened a sense that Quill never even known he had. The sense of intuition.

"You need something, my dear?" He asked, already knowing the answer. _She doesn't need anything_ , he knew, _She wants something._

"Yes sir, I just wanted to ask…" Speira hesitated, her eyes flickering downward momentarily. The courage she had managed to steal was trying to slip its way through her hooves. Suddenly a spotlight had been switched on and it took every ounce of self control Speira had to keep herself from squirming under its malignant glare. None of this went unnoticed by Quill.

Recomposing herself, Speira continued. "Now that I'm done with my training, I just wanted to ask if I might go out and see the city, papa." With it finally said, Speira felt pounds lighter.

Quill clicked his beak, appearing to ponder the filly's request with grim intensity. Suddenly that weight was back and it seemed to only grow with every agonizing second. Speira feared that if she had to wait much longer that her legs might eventually buckle and snap. Oh, how she hated to wait. And oh, how Quill knew it.

In truth, it took no more than a few seconds for Quill to reach his answer. The child had not only performed her exercise superbly, but she had also learned another lesson in the process: to get a little, you have to give a little. This request had been germinating in her since their return from the frozen north. Two days at least, Quill was just about certain of that. He knew the question would eventually come simply from the way the filly oogled at the city. However, instead of asking outright, she waited for just the right moment. This moment. The moment when Quill felt such welling pride for his daughter that he feared his heart might actually burst. He would allow her request. How could he not?

 _But you've made one mistake, my dear,_ Quill mused. _You should have waited, at least until after you had cleaned yourself up. I might have still seen your intentions, but I would have also seen the tact you employed._

"Maybe. You did perform quite spectacularly just now, and I know it must be getting terrible cramped waiting around in this dusty, old room," Quill said, drawing out his answer as long as possible. He hadn't been expecting this to a garner any reaction from the filly, but he poked and prodded at Speira's patience nevertheless. To his pleasure, Speira gave no rise whatsoever. _That's my girl._

"However…" Speira's heart sank. "I'm guessing you weren't wanting an old turkey like me trailing after you. That's why you asked if _you_ might go and see the city, isn't it?"

"Not at all, sir," Speira said reproachfully, "That's just how the question came out, I promise." Crimson lapped at the filly's cheeks. Quill couldn't help smiling at how adorable she looked when flustered.

"Never mind that," he said with a chuckle and a wave of his talon. "I was only teasing." That brief flash of joviality passed, but what followed was the stern expression he had worn when studying her dance. From father to mentor in the blink of an eye.

 _I knew this day would come eventually. My little Speira is growing into quite the mare. However, in more ways than one I guess she's no less an adult than the ponies I pass on the street. More so, if truth be told. A hard life will do that to a child._ Suddenly his gaze became cloudy as the next thought followed. _And just like any adult, she wants to taste the world for herself._

Quill's beak clicked furiously again as he mulled these thoughts over, analyzing them like foes. The mentor in him spoke and said that their little sparrow needed to learn to fly on her own sometime and this was the perfect first step. There was no pony in the Crystal Empire short of an Equestrian Guard that could get the best of his protege. Speira was strong, sharp, watchful, and cold. Everything Quill needed her to be so that she could face the life set before her with an unburdened heart.

Yet, the father advised otherwise. He urged Quill to wait just a bit longer, maybe a year or two. She was still just a child after all. By the end of that year Speira will, without a doubt, be made of better seasoning, ready to face whatever lay in those streets beyond the walls of their room.

 _Yes, just a child who's cutie mark is barely a year old,_ Quill agreed, then adding cruelly, _A child who has tasted blood and has taken the lives of her own kind. How many other pony children here in this country can boast such a statement?_

The tension in the air increased until Speira was sure she would choke on it. Finally, mind made up, Quill's eyes found Speira's once more.

"Before I answer, I would like to know where you plan on going, my dear. A father can't simply let his daughter wander without knowing where to find her if he must." _Oh papa,_ Speira thought, _We both know you'd find me well enough even if I didn't tell you._

"I just wanted to go to Market Street, or maybe even to the bazaar by the main gate. There were some things there that had caught my eye and I wanted to see them again."

In all her years, Speira had never seen anyone with a poker face that matched Quill's. Some had come close, sure, but not a single one was his equal. This is why when the tiniest chip of emotion in that stoney face broke through, Speira felt herself almost recoil in shock. Speira was too young to decipher the emotion she had seen, but any other parent who's had to raise a child through "hard times" could tell you what it was in an instant. Shame.

"I'd have no bits to send with you," Quill said. "I'm sorry to say it, but there will be no room for excess till we resupply ourselves. And even then, I'm not so sure..."

"Don't worry, papa, I only wanted to look."

"Is that so?" He studied her a moment longer before saying, "Well then… perhaps it would do you some good to go about on your own for a bit." Elation threatened to bubble up from Speira's heart, but she quelled it quickly. She didn't want to give herself up just yet.

"Thank you, papa," she said evenly, feeling herself flush at the way he smiled in return.

"No need to thank me, though I appreciate it. Go, clean yourself up before you go. I can see and smell the sweat on your hide from over here."

"Yes, sir."

Once she was alone in the bathroom and she had the hot water running in the tube, Speira let loose a squee that had been building up in her lungs for over a minute. She pranced around the bathroom in manic glee, unashamed of how childish she appeared in the mirror over the sink. And why should she be ashamed? There was no one here to witness her jubilation. That said, Quill grinned and pretended not to hear her over the sound of falling water.

* * *

Once freshened up, Speira was all but ready and raring to set out. There was, however, one issue to deal with before she did so. Her armor.

"You take it," Quill had answered sternly. The armor lay on Speira's bed, a deadly glint shining along the sharp edges of the wings' metallic feathers. Speira stood just beside it, looking to her mentor hesitantly.

"Are you sure, papa?" She didn't know why, but the idea of taking the armor with her felt wrong somehow. Almost as if she was stealing it from Quill.

"Yes. The simple fact you would ask that question shows me that you're mature enough for me to trust it to you… wholly…" Though Quill's words spoke with pride, his expression remained dour. "You've grown into quite the warrior, my little Speira, and I would not send that warrior into the world bereft of her weapon. To do so would be wrong of me."

"I'm just going out for a bit." Speira sounded slightly embarrassed. "I'll be back soon, no longer than an hour." Her gaze fell to the floor, and there it remained. It felt as if her eyeballs were as heavy as billiards in their sockets.

"That is not the point. I would try to explain, but… I think you are too young to fully understand the worries of a parent."

Speira, almost afraid that Quill might change his mind, nodded absently. It took no more than a minute for the filly to dress herself. How many times had she donned the enchanted armor in her young life? Many times, but now she did so with a bit more motivation than usual. Before Quill could even have the chance to turn full circle, the armor was hugging Speira's frame tightly and she was busy fastening her cloak over it.

Once the filly was shrouded in her usual black and her extra appendages were hidden, she looked up at her mentor expectantly. Neither said a word. It took a second for Quill to realize that she was waiting for his leave.

Quill cleared his throat uneasily and nodded down at the filly. "If there is nothing else, then you may go. Be safe and be smart, my child."

Though her face remained calm as she nodded back, her heart had resumed performing jumping jacks behind the wall of her ribcage. This time she did not stop the sensation. She allowed it spread along her chest and drizzle down her limbs like warm rain. The sensation lifted her up and carried her across the room. It felt as if she might drown in it.

As the door swung open at her touch, Speira found that she had to take a breath to steady herself. She prayed that Quill hadn't noticed the overwhelming emotions that coursed through her veins like hot lead, but she knew better. The old bird saw everything.

 _Here we go. It's only me now… for a little while, at least… only me…_

With that thought, Speira took the next step towards adulthood. Quill watched her take this step with weary eyes that almost seemed to glisten with moisture.

* * *

Though the bar stank of spilt ale and was stuffed with warm bodies, when Speira pushed open the front door and stepped outside, all of the stuffy idleness was washed away. It made all that ducking and weaving pass the staggering ponies inside seem trivial. The air outside smelt clear and clean, and she could not help but to relish it.

Though she had been in and out of this tavern many of times in her young life, this was the first time she departed from it as a party of one. She found this strangely freeing. By no means had she ever felt that Quill was a burden to her. Yet as she stood on the top step leading into the Speckled Gem, Speira had never in her life felt so light on her hooves. It was as if she weighed no more than a scuttling leaf.

A gentle breeze crept its way up along the street and found Speira. As it pushed itself against her, she wondered childishly if she spread her wings out from under her cloak if the gust of wind might carry her along with it. _It's possible,_ she mused with a small smile. _They've never carried me higher than a few yards before, but… today might be different… maybe I could-_

She never got to finish that thought, much to her chagrin. As she daydreamed, a pair of burly stallions, both donning hardhats, made their way to the Speckled Gem. Speira only noticed them when one of the ponies let loose a raucous bray of laughter. By that time they were already mounting their way up the steps of the tavern. The other stallion, who had been grinning widely, suddenly noticed the filly and fixed her with an impatient scowl.

"You got lead for brains, girl, or do ya make it a habit to stand in doorways?" He only said about half of this before Speira nimbly leapt off the side of the steps and out of their way. She didn't spare so much as a glance back to the two disgruntled ponies. Why should she? There were so many better things in this city to see than the ugly mugs of two working horses.

"No time like the present," Speira said to herself, already knowing where her first stop would be. That was when the smile -the smile that Quill adored with all his heart- lit up Speira's face.

* * *

The room felt practically arctic without the filly, or at least, it did to Quill. He sat on the edge of his bed, staring forlornly at the record player. It stared forlornly back. They both seemed to dearly miss the young girl who had danced for them only half an hour ago. Quill tried to will his thoughts away from Speira, but it seemed to be an effort in vain. _Where's she going? How is she? Who's around her?_ These are only a few of the questions that turned revolutions in his skull.

"Oh lordy," he sighed, "she's only been gone ten minutes and I've already got empty nest syndrome." Though the words sounded pitiful, he couldn't help but chuckle. 'Empty Nest Syndrome' was a phrase Quill had only heard the ponies use, which he found highly ironic. However, he figured the ponies were on to something.

"Leave it be, you old bird, she'll be fine. Just fine. If there's anyone in this jewelry box of a city that can take care of themselves, it's Speira."

Though he knew what he said was the truth, Quill found no comfort in it. After a moment longer of staring at the record player, Quill decided that he needed to do something to keep himself occupied. But what?

His gaze drifted to the dufflebag at the foot of his bag. There was a paperback he kept in there to nibble at from time to time between jobs. _Hearts Across Detrot_ , it was called. _A penny dreadful if ever there was one_. However, the story had been somewhat enjoyable so far. It was enough to keep his mind occupied at least. Now, however, Quill wondered if he might even make it past a single page.

"Probably not," he answered. "My skull feels abuzz with hornets." _Then what? What do I do?_

Quill looked at the record player once more. The record, _A Waltz Through Prance,_ sat patiently on its plateau. It awaited for the longing kiss of its lover, the needle. That bringer of sweet music.

 _Who am I to deny such a love,_ Quill thought, chuckling to himself. _Besides, maybe music is just what I need. I doubt it, but anything is possible I suppose._

With the turn of a few knobs, _A Waltz Through Prance_ began its gradual revolution. Quill adjusted the needle and lowered it slowly. The edges of his beak curved up in a weak smile as the song of the two lovers filled the room. A lonesome cello sang its dreary tune, the voice of the instrument deep and rich. Quill knew the name of the sang even without glancing at the setlist stamped on the records label.

'Roses in December' was the song's name. It had been the song that Speira had danced to not so long ago. The moisture Quill had willed away at Speira's departure returned with bitter vengeance. This time, there was no need to resist them.


	10. Chapter 10: Quill and the Speckled Band

When the knock on the door came, 'Roses in December' had long wilted and faded into obscurity. In the roses' place, an entire orchestra had sprung to life. The story these instruments told was much sweeter than that of the cello. It spoke of birds chirping as they surfed clear blue skies and of babbling brooks cutting through a countryside lush with apple trees and juniper berries. This was the story of winter's end and the coming of spring. More importantly, however, the story was the end of tears and heartache for one battered old bird.

The mercenary was swaying and humming along to the music when the rap of hoof against wood snipped through the veil of melody. Quill's head snapped to full attention, his eyes narrowing into sharp pinpricks. Whatever cheer there had been on the griffin's features was snuffed out, and at a moment's notice. Replacing it was that familiar stoicism. The look of a predator, so it was.

The music died with a prompt * **click*** and Quill rose from the bed a second later. Though he jumped down from the bed's edge, his feet -neither talon nor paw- made not so much as a sound as they met hardwood. He opened his beak to speak, but closed it before he could do so. _Patience, damn you. You must be patient. Isn't this what we've practically browbeaten into our little tulip?_

In that brief span of waiting, every noise seemed to shriek out to Quill with deafening volume. From the whispering sighs of the floorboards to the muffled chattering rising from the tavern below, Quill felt his nerves twitch at every sound, no matter how minute.

A second later the knock came again, but this time it was accompanied by a voice. "Sir Quill, are you in there? Please, sir, I am here on the behalf of their majesties, Prince Shining Armor and Princess Cadance. I wish greatly to have a word with you."

Quill's head cocked to the side, mimicking the question he dared not speak aloud. _Who the hell is this?_ This evening caller's voice was not one Quill recognized. It certainly didn't belong to that hardcase of a captain who had come for a visit the other day, nor to any of the guard-ponies lagging behind him. Whoever this was, they were younger.

The pony outside spoke again, this time timidly. "I'm not an idiot, sir, I know you're in there. I heard the record player, and I sure as heck heard it switch off too."

Quill considered the mysterious visitor for only a moment longer before nodding reluctantly to himself. He was sure that this pony wasn't lying, but decades on an ever shifting battlefield demanded that he not take this pony lightly. Or any pony for that matter. Was he just being paranoid? The answer was probably 'yes'. But an even better question, how many times had that same paranoia saved him and Speira too from a sticky, gruesome end? _Too many times to count..._

There was no time to don his leather armor, but he settled for something that eased his worry just the same. He lowered himself to the floor and reached into the murky crevice beneath the bed. A second later he produced his crossbow. Though seemed to weigh little more than his pillow, Quill found comfort in having the killing machine in his claw. Leveling it to the door, Quill finally spoke.

"State your name and state your rank, if you have one," Quill said in high, clear tone. "Although, if you're here on behalf of the crown, than I assume you do." There was the shuffling of hooves outside his door. _I'm guessing they're a soldier. Heavy hoofsteps could mean he's wearing armor. These ponies do have quite the love for such paper weights._

"Speckled Band, sir. C-corporal of the Royal Guard."

That didn't quite surprise Quill, and not just because he's come to expect anything and everything. Only Shining Armor and few of his subordinates knew where he and his 'pitched their tent'. _Still… I didn't get this far in life by being careless._

"Alright then soldier, the door's unlocked, but open it _slowly._ Molasses like."

Quill felt his grip tighten on the crossbow. The door swung open on its hinges with an exasperated groan, revealing just what Quill had expected to see: a pony clad in gilded armor. However, what the mercenary hadn't expected was the youth of his caller. _Sure, I knew he wasn't some salted cogger, but the bugger can't be any older than nineteen._ Perhaps the thought may have been a bit hypocritical. Quill himself was little more than a hatchling when he began his time in the armored flock. But this, by pony standard, was highly unusual.

 _Tough times,_ Quill reminded himself. _You said it yourself, you old bird. And you know when the tough gets going, the young get thrown to the meatgrinder._ Quill hoped these was pure cynicism, but one could never be sure.

Quill lowered the crossbow and set it atop his bed. "Well, are you going to enter, soldier, or just keep loitering in my doorway."

The Corporal glanced warily at the discarded crossbow, his sooty colored eyes wide as dinner plates, then he gave Quill a weak smile. "Just waiting for the invitation, sir. You only said open the door, but nothing about entering. And I sure wasn't about to run headlong at that thing." He nodded to the crossbow.

Quill had a hunch that he might just like this pony. The Corporal didn't seem as humorless as the other guards Shining Armor sent Quill's way. This did not, however, permit Quill to lower his guard.

"Then you have it. Come in and let us speak." The stallion nodded and did as he was bade.

Besides the youth of Corporal Speckled Band, there was something else rather strange about the pony. Mainly it was his appearance. His coat was a dark blue, as dark as dying sky in fact, but it was stained with white spots. Quill guessed from the few places on the pony's body that weren't covered in armor that the mottled mess must have covered his entire length. Though some were either lopsided, small, or, they all managed to keep a generally circular shape. The most noticeable spot of all was the one that covered his right eye. It looked just like an ivory eyepatch.

 _Speckled. How cute. These ponies and their tendencies for irony never cease to amaze me._

Speckled Band now stood at the center of the dusty room, his head pivoting slowly as he scanned around. How out of place the guards-pony looked in this ramshackled old room. The meager state of the tavern's rooms seemed to be downright offensive when compared to the immaculate condition of the Corporal's armor. _Judging from the reflection I see of myself in that helm of his, I bet the lad polishes that armor every night._

"So, Corporal Band, what do I owe this most unexpected pleasure?"

Instead of answering right away, the Corporal glanced around once more before raising an eyebrow to Quill. "Wasn't there another with you? A filly?"

"Yes, my protege," Quill sighed wistfully. "Never you mind about her for the moment, though. Now, your business, sir. I'd very much like to hear it."

"Well, you're my buisness."

Quill stared at him a moment longer, blinking quizzically, before arching an eyebrow. At this, Corporal Band elaborated. "Prince Shining Armor requests your presence at the castle at once… or, as soon as you can, sir..."

Quill clicked his beak a few times, as he always did when in thought. He barely noticed how the Corporal winced at the irritating sound.

"Another job I suppose? More nobles in need of company for their long and boring carriage rides through the countryside?"

"Er… I'm not quite sure. He didn't disclose all the details of the request to me, just that he needed me to stress how urgent it was that you come to castle post haste. Although, he _might_ have mentioned a thing or two about your… most recent venture." The way Corporal Brand tiptoed over his words told Quill more than enough.

 _He wants to talk about those bandits, then, and hear the entire affair from my side, more than likely._ The mercenary shrugged internally. Honestly, he shouldn't have expected anything less. You could only rely so much on hearsay, and Quill doubted that Prince Shining Armor could rely much on what he heard from the caption that debriefed him. _I hadn't seen a creature with such an explosive temper since my days back in basic training._

"Soon as possible?" Quill echoed back the Corporal's words with a hint of amusement. "I'm assuming you were hoping to leave right away then, correct?"

"Yes, sir, that was indeed that plan. Prince Shining Armor needs to speak with the both of you immediately."

This time Quill allowed his smile to shine through. "Well, Corporal, how is his highness suppose to speak with 'the both of us' when you only have 'the half of us'?" For a moment, Speckled Band only studied Quill with dull confusion.

"Pardon me saying, sir, but I don't follow."

"Well, you see, my better half has taken a brief leave of absence. Gone off to see all the sights your pretty city has to offer, so she has."

That 'dear in the headlights' look returned to Speckled Band's face. It was an expression that Quill had always acquainted with prey. There wasn't enough plate armor or chain mail in Equestria that could make this stallion appear threatening to Quill now. That petrified look on the Corporal's face had laid him naked and bare before Quill's talons.

"By Celestia!" he moaned, his exasperation punctuated with a metallic ***** _ **clunk***_ as he smacked himself upside his head. "Are you serious? I promised the Prince that I'd have you back within the hour! Tell me, sir, when will your partner by back?" Though he seemed regain composure over himself, Speckled Band's voice was still jagged with hint of desperation.

Whatever response he had been hoping for, the shrug Quill gave him must not have been it. The Corporal's expression fell like a leaded weight.

"Can't say, lad, shouldn't be too long though. An hour and a half at the latest. I can assure you she won't be too much longer."

"Great." Corporal Band's rump dropped to the floor. His ears drooped lazily to the sides of his face as those flaked eyes of his stared down at his forehooves shamefully. "Prince Shining Armor isn't going to be happy about this. Not happy one bit."

"Maybe so," Quill said genially, which didn't help Speckled's mood in the slightest, "But Shining Armor has always struck me as a reasonable and understanding kind of fellow." Quill took his place back on his bed once more and added, "If he takes issue, I'm sure we can clear it up easily enough."

Speckled Band seemed to brighten at that, but not by much. "That's very generous of you, sir, but I'm not worried so about disappointing him. It's more…" The words tapered off, and the Corporal couldn't quite manage to will them back. When Quill twirled one of his talons in circular motion, a gesture meant to urge the Corporal on, Speckled Band just shook his head.

"Forget it, sir, I beg you. My tongue escapes me sometimes."

 _That's not a very desirable quirk for a soldier, is it? Especially one tasked with serving royalty._ Quill tabled that thought for the time being.

The two sat in restless quiet for a second after that, both sizing up the other. Quill organized all the questions flittering around his head into a neat cluster, choosing only those he deemed relevant and fairly answerable. And you better believe Quill had questions. In fact he had many. He relished the idea of spending this dreadful wait for Speira focused on something other than the record player. If only Speckled Band felt that same way.

The Corporal had heard more than a few stories about the mercenaries (more had been told about the killer filly that shadowed the old bird, but enough was said about Quill that Speckled Band couldn't help but feel on edge around him). His heart stuttered and tripped over itself in those moments they sat face to face. He knew very well what was coming. _The questions._ Speckled Band knew this because he too had many questions of his own, though he dared not ask them. Curiosity was just as much a weakness as it was a strength, and he wanted to show no weakness around this bird of prey.

 _Fine job you_ _'re_ _doing of that, you damned dolt,_ he thought scoldingly. _Blathering on like a colt struck head over hooves for a cute filly._

"So…" The word, shattering silence like a stone through stained glass, giving Speckled Band a start. Quill smiled apologetically.

"Apologies, lad, didn't mean to startle you."

"Completely fine, sir," the Corporal said, flashing a smile of his own. _Damn it, you fool!_ "What were you saying?"

"I was just hoping that since we'll be here for a spell, you might be kind of enough to chat with me for a bit, at least until my protege returns. I don't get a chance to converse much with anyone other than my Spiera, as you must guess. It would certainly help pass the time."

"Certainly, I don't see why not." Actually, the Corporal could see a dozen and a half reason not to speak at any length with this mercenary, and at the top of that list would be those icy, predator eyes. How they cut into his hide. "What would you like to talk about?"

Quill shrugged again, but Speckled Band didn't buy into the coy gesture. "I'd like to know more about what Shining Armor would like us for. I know you said that your knowledge of the matter is limited, but you must know something. Has something happened that would prompt such an urgent meeting?"

Speckled Band frowned. "Sorry, sir, but I'm not the pony to talk to about that. I'm just the go between." Quill had his doubts about that. There was something, intuition maybe, that made the mercenary suspect that this soldier was a bit more than just an errand boy. _Could be paranoia again._

Some ponies didn't take kindly to being called a liar, no matter how gently you insinuated it. Quill had no desire to learn if Corporal Speckled Band was the kind of pony to go off like a powder keg. It was rather rare to find a Royal Guard who wasn't primed and ready to crawl down an outsider's throat, and he rather liked seeing his visitor so amiable.

"Fair enough. Then perhaps you could tell me something about the Prince."

"Beg your pardon?"

"I'm just curious how he's been as of late. We haven't had the chance to speak much lately, not since before my visit to Las Pegasus. When we did though, he made mention that passions were rather high amid the Equestrian Guard. That has to be rather trying for a pony. Soldiers have always been a steely sort, and steel tends to get hot rather easily."

"What are you getting at, sir?"

"All I'm 'getting at' is that it can't be easy managing such a group during these trying times, especially if you ponies decided to jump ship."

 _The desertions… he's talking about all of the damned desertions._ _How could he possibl_ _y_ _know that? No one in the Royal Guard would ever talk to an outsider about such a thing!_ Then, a frightening thought occurred to him.

 _That's because he doesn't know_ _..._ _at least, he doesn't know about it from any of our ranks. He's a predator. He always has an ear open, always listening to whatever tones or stories might be carried off by the wind… And if that's the case, then he's heard about the desertions through hearsay… Oh Celestia, that not's good. Not good at all!_ Speckled Band, who had spent the early years of his child among the cracked, poverty stricken streets of the Manehattan, knew very well the kind of stories ponies spread amongst themselve. Sure, it was common for one to think that gossiping was a habit practiced more so by those smalltown ponies in the south, but Speckled Band knew better. Gossip lay everywhere and in every city and town of Equestria.

"The Prince is fine," Speckled Band replied at last, almost shortly. "He bears the burdens of his office with more grace and level headedness than any of us could ask from anypony. Any talk of _'high passions'_ is simply mistaken, I assure you."

That hawkish gaze, which had echoed the joviality of Quill's smile only a moment ago, seemed to waver. He knew quite well that the Corporal was lying. Speckled Band tried his best not to flinch against that look. _Bastard sees through me,_ he thought, wrangling his nerves back in place. _I could sit here and spin tales till my face runs blue and the sun plummets from the sky, but he'll know the truth simply by looking at my face._

"That's good to hear, Corporal, very good indeed."

Perspiration was already beginning to pimple along the back of Speckled Band's neck. Suddenly he felt hot and claustrophobic in the armor he had worn with such grace, as if he was really in an oven. It was going to be a long wait for the poor soldier.

Quill clicked his beak once more, grinned, and said, "Perhaps you wouldn't mind answering a few more things for me, Corporal."

 _Princess Celestia, if you were ever going to bring the sun down on us all, let it be now._


	11. Chapter 11: Childe Twilight to Canterlot

Most days on the Canterlot Castle's landing pad were lazy ones, and why shouldn't they be? Aside from pegasi garbed in gilded armor, air traffic around the castle was nonexistent. Of course there was the occasional dignitary who would fly in from lands beyond the horizon, but they were few and far between -flying contraptions were a priceless commodity, and most of these distant visitors found travel by train to be a more peaceful mode of transportation. The sizzling strip of tarmac was practically a graveyard. Despite its lack of excitement, the Canterlot landing pad remained a wonderful place for young, ambitious ponies within the castle staff to prove their obedience, tenacity, and gumption. It was also a great place to tuck away old, disgruntled workers who had just been around the grander of Canterlot Castle for far too long. However, as princess Twilight Sparkle's hot air balloon began to sink through the soft ceiling of clouds, life surged like a riptide onto the landing strip. Ponies in bright orange vests scrambled one way and then another, a few even collided into each other with the force of a runaway carriage. Orders was shouted out in rabid precession, the voices of those in charge rising above the scrabble like the twittering of some strange songbird.

One pony, a wide eyed mare, rushed off from the tarmac as if her tail had been set aflame. She was making a bee-line towards Princess Celestia's study. Her heart performed somersaults at the thought of telling the benevolent princess the good news: that her beloved student had finally arrived! Of course, the wall of muscle and steel standing guard outside the Princesses' study would be there to crush the young mare's enthusiasm. Other ponies, those much more level headed, were dragging out bundles of rope to anchor the balloon once it drew close enough.

With ends knotted into fine loops, the ropes flew through the air and made to seize the hooks embedded into the baskets sides. Every single one flew true, finding its target with practiced ease -one particular cowpony aboard the balloon found herself rather impressed by this smooth display of skill. It took a considerable amount of exertion, sweat, and grit, but eventually the balloon was secure enough for its passengers to make an exit.

"You're good, Princess!" A stallion called from behind the line of ponies struggling with their rope. "You all can get out now!"

Twilight Sparkle hopped heedlessly over the side of the basket and found her excitement turn to terror in a moment's notice. As her hooves met stone, she felt her equilibrium totter and then give. A scream rose to her throat as she stumbled forward a few steps, but was quieted by numerous hooves that reached out to steady her. Twilight was surrounded by at least a dozen or so ponies who would sooner cast a stone through a stained glass window than to allow Equestria's newest princess to fall flat on her face.

"Thank you so much," Twilight said, flushing fiercely, then added, "I'm so sorry, I know we're a bit ahead of schedule, but I guess that I'm just so excited to be back."

The stallion who had called out a moment prior approached the princess, regarding her almost reverently. To Twilight he appeared to be of the gruff sort. His receding mane crept back up his skull and his coat looked as coarse as sandpaper. One jubilant eye met Twilight's while the other lay hidden behind an old eyepatch. _Boy, I can only guess how that happened._

"No thanks necessary, Princess, it's our duty and our delight. Ain't that right, everypony?" As boisterous and as chaotic as the landing strip was, the stallion's question was met with a hearty "Aye, sir!" that seemed to slice through all the noise. The adulation that accompanied that single, harmonious "Aye!" was enough to make Twilight's cheeks turn an even darker shade of crimson.

"I take it you're in change here?" There was a hint of hesitation in the Princess's voice as she dared to ask the question. Twilight found herself more than a little intimidated by the almost roguish pony before her and she feared that her emotions might just betray her. Much to her relief, the bristly muzzle of the stallion tightened into a warm smile and the wings on his back ruffled with pride.

"Yes, ma'am, the name's Skylord. Been tending to the Castle's balloons since I was a wee lad." If this was true, Twilight wondered how she had never heard of him till now and not when she first acquired her own balloon. Then again, Princess Celestia had been adamant about teaching Twilight the basics of hot air balloon control and maintenance herself. _Oh well, I guess that doesn't matter now._

"It's a pleasure, Skylord. I believe Princess Celestia wanted to speak with me as soon as I arrived, correct?"

"Yes, ma'am! I just sent a greenhorn to-" Skylord chuckled nervously as he corrected himself. "I mean, I just sent a cadet to inform the Princess now."

"Thank you," Twilight said graciously. She squirmed with embarrassment as Skylord gave her a low bow, low enough that the dark tumbles of his mane tickled the cracked tarmac below.

Turning back to the balloon, she saw that the other ponies crammed into the balloon's basket were still climbing out one at a time, and at a much more cautious pace than Twilight's own speedy departure. The first to follow Twilight had been her oldest, and probably dearest, friend. The young dragon was always close to Twilight's side and now was no different. He looked up at the mare, his eyes alit with mischievous delight.

"Boy, that guy looks like he's seen better days, huh Twilight?" Spike chuckled once Skylord had left them to oversee the ponies under his command. What was probably intended to raise a laugh or two actually earned a rather stern look from the alicorn. The tiny dragon turned bashful under that gaze and hastily apologized.

"So girls," Twilight beamed at the mares who had ridden with her, "How are all of you feeling?" The majority of her friends were busy stretching out the kinks in their cramped legs and chattering excitedly to each other. Conversation broke at the sound of Twilight's voice, but the excitement remained.

"Oh, darling, I'm absolutely _ecstatic_ ," Rarity sang, her perfectly set mane fighting hard to retain its shape in the harsh winds sweeping by. There were quite a few times when she had to brush the unruly thing from her face, but this usual peeve went completely unnoticed. Her eyes were alight with the same electricity bubbling deep in Twilight's stomach.

"After months of working tirelessly, practically to _exhaustion,_ I'm nearly beside myself for a refreshing change of pace. Maybe I'll even get a chance to stop by that new boutique that opened on Main Street!" An elated squee cut her words short as she pranced in place. "Do you know when the last time I got the chance to stop and soak up some inspiration was?" When no one answered Rarity, she did herself. " _Me either_! It must be ages!"

"Um… Rarity, I hope ya' realize we ain't here on vacation," Applejack said, somehow maintaining a stoic expression as she fought to keep her hat on her head.

Rarity waved a hoof at her southern drawling friend. "I know that, darling, but must our time here be _completely_ buisness? I'd say with all the work we've put into helping rebuild Ponyville, we deserve a break from all the gloom and doom. Just a tiny one, at least! Besides, now that things are getting back on track, I should really start filling my head up with new ideas and designs. What good will I be to anypony if I open the doors to the Carousel Boutique and I find out that my skills have gotten all rusty and stale?" Twilight had to stifle a giggle when Applejack just rolled her eyes. Even with all the time they shaved down by taking the hot air balloon, it seemed that the apple farmer's patience had been strained by the fashionista's constant babble. The only other who had been as excited was Twilight. The two mares had practically veered the balloon off course with their gale of jabber.

Fluttershy edged closer towards the two mares, both now wearing contrasting expressions of delight and annoyance, her weak smile framed by a curtain of pink mane. "Actually Applejack, I agree with Rarity." Her fragile voice was nearly drowned out by all the commotion raging about, but her friends were able to make her out with strained ears.

"It's been so long since I've been able to get my critters something special, and now is the perfect- eeyp!" The words curdled into a scream as a rainbow colored streak of lightning struck touched down right next to her. Every pony nearby had to shield their eyes from all the dust and gravel kicked up by the speeding pegasi's staunch landing.

"Really, Rainbow Dash, don't you think you could be a tad more considerate before just crash landing into a crowd of ponies?" Rarity asking scoldingly, cradling the cream colored pony who had leapt into her outstretched forelegs. "What if you had landed on one of these nice ponies taking care of the balloon? Or _us_ , for that matter. We'd have been flattened into a pony pancake!"

Then, to the trembling pegasi she held, Rarity cooed, "It's alright now, Fluttershy, it was just Rainbow Dash. No need to be afraid…" After one last sideways glance to her newly arrived friend, she added, "At least, I hope not."

Fluttershy allowed herself to peek through the pink veil shrouding her face, a task that took not small amount of effort, then gave a sheepish, apologetic smile. "Oh, right… T-thanks, Rarity."

Rainbow Dash sighed and rolled her magenta eyes in an eerily similar fashion as Applejack. "I'm sorry, but you guys have been taking _forever._ To pass time I've been doing laps around the battlements." She giggled impishly at this. "You should've seen the look on some of those guards faces. Thay haven't _ever_ seen a pegasus that can book it like me. Them slowpokes are still probably searching for me arround the eastern battlement." That giggle turned into a cackle.

It was at this moment a great pink bundle of energy bounded from the basket to Rainbow Dash's side, practically dancing on her hooves. "Oh, how many laps did you do? Wait, don't tell me…" The energy exhuming from the pink party pony tapered off only long enough for her to raise a hoof to her chin and think, but it came right back with bitter vengeance. "Fifty? No… Sixty?" Every time Rainbow Dash opened her mouth to say the answer, Pinkie Pie would blurt out an even higher number.

Twilight watched her friends ramble from a few paces away, smiling to herself as she did so. The next week was going to be life changing, not only for her, but for all of Equestria as well. If there was ever a moment to go down in the Equestrian history books, it would be the Landsmeet. Twilight was just happy, more than anything, to have her friends along with her for support and comfort in the grand venture to come. Even if being back in Canterlot washed her in a wave of nostalgia, she reminded herself that it would be her friends that would get her through the challenging days ahead, not the city. They would be her anchor through the turbulent waters that were Equestrian politics.

The approach of two new ponies pulled Twilight from her thoughts and her friends from their amiable banter. The ambitious greenhorn who had rushed off only moments ago was making her return, though looking a bit crestfallen (the guard stationed outside Celestia's study had been adamant that the mare remain in the hall while he passed on the splendid news). She did not return alone, however. Leading her along was a mare dressed in a prim, crisp uniform of black silk and ivory frills. It was the uniform of a maid. The royal insignia pinned to her dress shimmered proudly from its place on her chest, bringing life and color to the otherwise starch outfit.

"P-princess," the mare said, her prudish Canterlot accent quivering on her lips. "What a pleasure it is to make your acquaintance. I am Chasset, head mare over the Canterlot staff. On behalf of everypony under Celestia's service, I bid you and your friends a warm welcome to Canterlot."

Chasset was a mare of prompt precision. Everything she did, and everyone beneath her command, ran on a tight, clock-like schedule with no deviations or alterations. Some considered her nitpicky, and some considered her overly organized. Most just considered her a colossal control freak who needed to get laid. Chasset knew all these, but she let all of the whispering and talking behind her back simply slide off her coat like drops of rain. Running the Canterlot staff and making sure everything remained in order was a daunting task, one that required the utmost attention to detail. Without the order Chasset brought to the castle, the entire staff would have fallen into shambles ages ago -or at least, she thought so. Most of the mares under her command would be no more useful than chickens bereft of their heads without her, and Chasset knew it. That is why from the day she first acquired her current position, Chasset had dedicated her life and all of her willpower to maintaining order and organization. This entire exposition in mind, one could only imagine the pure, heart quenching panic that gripped the mare when she was told that one of Equestria's most important ponies had arrived half an hour ahead of schedule and had received no formal welcoming.

"You must forgive me, Princess, I had an entire welcome party planned for you and your friends…" Though Chasset's practiced smile remained, the stony mare was indeed near tearing up. "I just had no idea you would be arriving so early… and by hot hair balloon. Last we heard, you were taking the train."

"Please, that's quite alright!" Twilight said quickly. "The hot air balloon was kind of a last minute thing. Besides, I'd much rather if a big deal wasn't made." Chasset seemed to brighten a bit at that, but not much. At least it looked as if the tears would be saved for later.

"You are gracious, Princess, and I thank you. Aside from welcoming you, I have also been sent to tell you that Princess Celestia is ready to receive you, at your leisure, of course. She thought that you might like some time to rest a bit after your journey and, maybe, to revisit the grounds or the city first."

"Oh, well, thank you. Right now we just need to get our things and-"

"That won't be necessary at all, Princess!" Twilight gave a start as Skylord rejoined them. She had completely forgotten about the rugged stallion. "Me and my ponies will take care of your things right and proper." To prove this, he nodded over to the balloon. Five ponies were wrangling with the luggage tethered to the basket's side.

Twilight blinked, clearly not used to such treatment, and Skylord couldn't help but chuckle at her astonishment. "Don't you worry none, your highness, you and yours are in good hooves. Ain't that right, everypony!" The ponies working working to free the luggage paused long enough to let out yet another "Aye, sir!" Skylord chuckled again, this time a bit more heartily.

Applejack peered at each of these ponies from under the wide brim of her hat, her lips pursed into a thin line. "Not that I don't appreciate what they're doin', but I'd much rather handle my things myself."

"I think it's mighty sweet of the them," Rarity chirped, giving a wide and appreciative smile to the young buck handling her own bags. The stallion grinned excitedly and gave Rarity a low bow. This little display came to an abrupt end when the mare beside him gave the buck a hard smack to the back of his head.

So enthralled by the working ponies was Twilight that she didn't even notice Rainbow Dash had moved at her side. "So what now, Twifi? You going off to see Princess Celestia or what?"

"Wha- Oh, sorry, Rainbow Dash, I didn't see you there." It took a second for the pegasus's question to sink in. "Actually, I was going to help you girls settle in before anything else." Then, as an afterthought, she winced at the pins and needles prickling along the muscles of her legs. "Now that I think about it, getting reacquainted with the castle doesn't seem too bad of an idea. A nice stretch would probably do me some good."

Applejack waved her off genially. "Eh. Don't you worry about us, sugarcube, go on and see the Princess. We know how excited ya are to catch up with her." _We know because that's the only thing ya' talked about the whole dang ride up here,_ she almost added, but quickly criticized herself for such a thought.

"What? I couldn't!" Twilight gasped. "I'm not just going to ditch my friends!"

"You're not ditching us, darling," Rarity said. "You've been practically bursting at the seams to see the Princess for the longest time. Besides, we can manage just fine on our own. It isn't like this our first time in Canterlot." The others echoed Rarity's sentiment. "And if we should need help, I'm sure we can find somepony around here to assist us." The stallion who had been handling the fashionista's bag quickly nodded as he went for another. His friend was quick to round down upon him again.

As much as it pained Twilight, she couldn't deny the excitement simmering in the pit of her stomach. At Rarity words and her friends' insistence, the elation burst free from its confines and flooded down into her lower extremities. Those pesky pins and needles were washed away by that warm downpour, and Twilight was carried with it.

"Well, if you're all sure… I'll come straight back to help everypony unpack, I promise!" Twilight paused and glanced to the dragon standing to her right. "What about you, Spike? Want to come see the Princess?"

Spike rubbed his chin thoughtfully, then shook his head. "Nah, no thanks, Twi, I think I'll stay and help the girls unpack. I'm pretty sure they could use the extra muscle." Twilight couldn't help but giggle as he gave his tiny arms a flex. Spike was many things, but 'extra muscle' he was not..

Then, a bit more soberly, Spike added, "But give the Princess my best, will ya?"

"Alright, Spike, I'll do just that."

After a few brief goodbyes to the rest of her friends, Twilight turned and told Chasset that she was ready to meet with the Princess immediately. Together, Chasset in lead once more, they set off back the way the maid had come. Twilight's heart sprinted in her chest as she gazed up to one of the spires looming high up above, its long shadow falling upon her. A few pegasi, likely royal guards, circled the utmost top like vultures in search of their next meal. Somewhere in there, amongst the mass maze of rooms and corridors, Twilight's old mentor sat and waited for her.


	12. Chapter 12: The new kids on the block

The train didn't linger long in Ponyville. There were many more stops to make that day and the conductor was hell bent on beating his old rival, the clock. Its shrill whistle pierced the air like a saber as the great mechanism of its inner workings spurred to life with great _whooshing_ sounds. Within seconds the beast was lumbering off once more, leaving a small number of its passengers behind to face whatever may.

"Okay… what in the actual _fuck_ is going on here?"

The trio of wanderers were fresh off the train, their muscles still stiff from the uncomfortable seats, and already Alabaster was turning a head or two with his colorful vocabulary. A mother who happened to be passing by with her daughter cupped her hooves over the young filly's ears and hastily shepherded her along, throwing a scowl at the vulgar pegasus from over her shoulder. Thankfully most other ponies around were out of earshot.

Usually a comment like this would have earned quite the reprimand from Little Whisper. At the moment, however, she found herself too enthralled with the mesmerizing spectacle unfolding before them -or, to be more accurate, the spectacle unfolding _above_ them- to find her words. High above the earth's reaches, pegasi swam through the boundless waters of the sky. This in itself was not that extraordinary, however, what they were doing was. As the pegasi zoomed this way and then that way, they carried with them little bundles of grey fluff. Whisper thought at first that maybe it was cottoncandy. A second later and she knew that such an idea was preposterous. Eventually it clicked.

"They're herding the clouds," she muttered, her eyes growing wide enough to reflect fragments of the sun's harsh glare. A mare wrestled a particularly wily ball of puff -the thing wretched and struggled within her grasp like foal being reared to punishment- as the two flew off out of sight. The handful of other pegasi floating nearby laughed and jeered, clearly handling their own loads with skill.

Poor cloud wrangling seemed to be a rather amusing joke among these feathered ponies, but it was a joke lost completely on Alabaster. While Whisper watched on in wonder and amazement, Alabaster did so with an expression edging on contempt. In contrast to the two friends, Midnight followed the trajectory of the working pegasi without betraying even the faintest hint of emotion. His features were a blank canvas beraft of color. Despite any of the pony's levels of interest, all three of them failed to notice the figure that slipped up beside them. That is, until she spoke.

"Yeah, the weather team's been a right mess since Dash left the other day." The trio started at the voice, whirling around on their hooves to face the newcomer. The mare, whoever she was, spared not so much as a glance to the gaping ponies as she spoke. Her eyes, framed by the orange, curly locks that poured down her face, remained solely on the working ponies busying themselves amongst the fleeing flocks of clouds.

"It's funny," she continued, "You wouldn't really think one mare would make so much of a difference to the work force, especially _her_ , considering how much she lazes about most days." She chuckled to herself and added, "Perhaps she wasn't as lazy as we all thought..."

Her words trailed off momentarily, fluttering away like one of those many clouds being herded high above, but she quickly managed to find her train of thought once more. Turning her gaze away from the pegasi, she looked to the travelers with a bashful smile.

"Sorry. I just _really_ like watching the pegasi work with the weather. My momma use to joke around that I lost my wings when I popped out of her. I come out here about this time every day just to see what they're doing, sometimes for an hour or so when I can spare it. Just watching them twist and twirl so effortlessly through the air-" She giggled, trying to hide her sudden flush behind a hoof. "Sorry again, my thoughts get a little… flighty at times."

The trio gawked at the mare unblinkingly, each with a varying shade of befuddlement. Whisper struggled not to blush as well. From the shifting of the mare's hind legs, the twitch of her curly tale, and the light tinge of musk carried on the rising breeze, Whisper suspected that 'flighty' didn't quite describe the mare's feelings.

"Wait a second," Alabaster said, fighting to reign in the storm of questions raging in his skull, "Did you say 'weather team'? Weather. Team." He spoke the last two words with great emphasises..

The mare cocked her head and frowned at the pegasus. "Yeah, I did. You've never heard of a weather team before, stranger?" From her tone, Alabaster suspecting that he should have.

The faux laugh he summoned as he waved a genial hoof at the mare felt as if it would stretch his vocal cords till they tore. Acting was something better left in the care of those more who knew what they were doing. Like Little Whisper.

"Of course I have, you silly billy. I'm… a…" Whisper and Midnight peered at him with growing unease as the pegasus stumbled over his tongue. Then, with a grin, Alabaster said, "I'm just hard of hearing! Yeah, that's it! Loads of loud music has wrecked these listening holes of mine. Bit of a problem really, now that I mention it. By the time I'm thirty I'll probably be as deaf as a wart on frog's ass." Whisper facehoofed.

Thankfully, Alabaster's prattling and Whisper exasperation went completely unnoticed by the mare. Her gaze was too busy fluttered to the wings folded atop of the pale stallions back. Something flashed in her eyes and the budding roses on her cheeks suddenly grew riper.

Whisper gave Alabaster a sideways glance. 'Care to let me do the talking now?' that look seemed to ask. Alabaster gave a small bow and motioned for her to go right ahead. The less talking he had to do the better. He couldn't start any riffs so long as he kept his tongue locked up nice and tight, or at least, it would make it more challenging. There were still plenty of ways to cause trouble with his hooves...

"Hello there, my name's Little Whisper," Whisper began hastily, eager to draw the mare's attention, "This talkative son of gun here is Alabaster and the one next to him is Midnight Dreary. We're… new to Ponyville, so forgive us for any ignorances."

"New to Ponyville, huh?" the mare tapped her chin thoughtfully as she studied them. Whisper didn't like how her eyes seemed to flicker back and forth between him and Alabaster. It was as if the mare was… comparing them?.

Whisper managed to smile through the scowl that nearly peeled back her muzzle. Later she would feel utterly embarrassed by that abrupt rise in emotion, but in the heat of the moment, the usually tender mare felt a cornered lioness stir within the depths of her being and it was all she could do to keep her hooves to herself. _Oh no, I think Al is starting to wear off on me._

"That's right," Whisper answered, "We came on the train that just left, in fact. I don't think we've been here for more than five minutes."

The mare's eyes grew wide. "Really? Sweet! Ponyville always welcomes fresh faces. Well, where are you three from? From how worn out and dusty your saddlebags look, I'm assuming pretty dang far."

Whisper had to bite back a grumble that tried to crawl up her throat. She had hoped that it might be just a bit longer before they needed to start spinning tales about their origins. _Of all the ponies we could have ran into right off the bat, it had to be a nosy one._

"That's not a bad assumption, actually. We're from… well... a little bit of everywhere to be honest. Right now we're just trying to find a good place to settle down for a while. Life on the road can be quite rough, you know? We figured that maybe a place to settle down for a time might do us some good."

"How intriguing!" The mare tittered on her hooves. "Ponyville has gotten all sorts over the years, but never really any drifters!" This did not exactly ease Whisper's and Alabaster's growing discomfort. If vagabonds such as themselves were such an unusual occurrence, how likely would they be to stand out amongst these townsfolk? _Dang it all, I thought that sheriff said they wouldn't ask many questions!_

"Well, if you are looking for a place to dust off your saddlebags for a good spell, than you can't do much better than Ponyville. It's larger than most of the towns south of Canterlot, so you'll find plenty to do around here, but it's _nowhere_ near as gritty and stuffy as those big cities like Manehattan or Detrot." Though it hurt Whisper's heart to hear those cities she had dreamt about so feverishly talked about with such contempt, she couldn't deny the excitement that elevated her spirits like a heavy breeze.

"But before any of that," the mare continued, "If you really are looking to make a home out of Ponyville, then you should really go see Mayor Mare before anything else."

"Mayor Mare?" Alabaster snickered. "Good grief, who names their child-" Whisper's glare cut that question short. The stallion gave an apologetic smile and made a quick zipping motion over his lips.

Looking back to the mare, Whisper asked, "Mayor Mare, you said?"

"That's right. If there's anypony in Ponyville to talk to about settling down here, it's her. She knows everything about this town!"

"Where could we find her?"

"Oh, that's simple. Her office is at city hall, which is pretty easy to find." She pointed down the cobblestone street that fled away from the train station. "Just follow this road. It'll take you straight to the center of Ponyville. That's where town hall is. And don't worry about her office hours or anything like that. You can almost always find her either in city or somewhere around it." She lowered her voice to a whisper, almost as if afraid someone might overhear her. "The gal is a bit of a workaholic, if you know what I'm saying. Anywho, I'd take you there myself, but I think it's getting about time I head back to my stand. It was really nice meeting all of you though!"

"Likewise," Whisper said, beaming gratefully, and Alabaster grumbled the same. Midnight only gave a polite nod.

The mare rushed off, her tail streaming in a line behind her, when she came to a sudden stop, her hooves skidding across the cobblestone. She spun back around and brought her hoof up to the side of her mouth as she shouted back at the them.

"I'm terribly sorry, I forgot to introduce myself! The name's Carrot Top, I run a little stand over on the corner of Mane Street. You should totally come by sometime, I'll give a good deal on produce! Anyway, bye bye now!" And with that, she dipped behind the corner of a building and was gone..

"Figures," Alabaster said, ruffling his wings impatiently, "She looks like a carrot, her name is a carrot, and if I wasn't mistaken, there was a carrot on her butt.. Hey Midnight, how much do you want to bet that stand of hers isn't selling lemonade?"

Midnight glanced questioningly at the pegasus. "I don't know. Why are you asking me?"

Alabaster staring at the stallion for moment, his annoyance growing. "Gee, I don't know. Guess I'm just reminding myself that you're still with us. You're just so freaking quiet that sometimes I forget you're tagging along…" Then Alabaster rubbed his chin and smiled roguishly at his newest friend. Midnight felt his innards twist with unease at the sight of such a thing.

"Why are you looking at me like that?"

"Oh, you know… just thinking that maybe we should get you a cow bell."

Midnight's pupils shrank as he took a tentative step back. "Y-you wouldn't!"

Advancing upon the retreating pony, Alabaster's smile grew into an evil sneer. When he spoke, his tone was low and sultry, as if he were talking to a lover. "Don't tell me what I wouldn't do, Midnight. I _live_ off of spite."

Much to Alabaster's dismay, his fun was cut short as a heavy hoof connected with the back of his head.

"The hell, Wisp? I was just messing around!" he gasped, rubbing at where she had struck him. Whisper had reminded him quite promptly that her hoof had a bit of an edge to it. _Shit, I think she might have actually cracked something!_

Despite Alabaster's seething and muttering, Whisper continued to wear the practiced smile she had worn for Carrot Top. "If the two of you are finished playing around, perhaps we could get a move on _before_ the day lets out. I don't know about you, but I don't want to still be prattling around come nightfall."

"Yeah, whatever," Alabaster grunted. "I take it we're going to see this ' _Mayor Mare'_?" A ghost of a smile returned to his lips as he said the mare's name.

Whisper knew at once what that smile meant. "Be nice, Al… and yes. You heard that nice mare. Right now we need someone who can point us in the right direction, and it sounds like the mayor is going to be our best bet."

As the trio set off, heading the direction Carrot Top had pointed them, Alabaster's smile faltered. "Why do I get the feeling this is going to be awkward and uncomfortable?"

"It'll only be awkward and uncomfortable if you make it." Then, a bit nervously, she added, "Which, I have no doubt that you will."

Whisper's and Alabaster conversation droned on in Midnight Dreary's ears like the background music to a particularly slow elevator ride. It wasn't that Midnight didn't care about what his friends were saying. It was simply that, yet again, his attention had been snared by the strange inner workings of Ponyville life. So entrancing was the show from above that he had somehow missed the bustling gale consuming those bound to the earth.

The houses built along Ponyville's farthest reaches had acted as a curtain, shielding from sight the numerous skeletons of buildings standing within the town's center mass. To Midnight, they looked like the half decomposed corpses of some forgotten giants long dead. Then he noticed the ponies in hardhats and bright orange vests crawling about the remains and shuttered. If the buildings resembled corpses, then did that make those working ponies maggots? That was a question he did not dare contemplate.

It was strange and intriguing to watch as the earth ponies moved about those great wooden bones. Nimble and fearless were they, even as the earth swayed a few stories beneath their hooves. The thought of staring down at the town from such a height made Midnight clutch at his stomach. He hastily averted his gaze in fear that the meal he ate before leaving Appleloosa would creep back up on him.

 _They're like the pegasi… in their own right, anyway,_ Midnight thought once his stomach settled and his head stopped spinning. Above him, in one of those worksites, a stallion cradling a lunchbox allowed his rear legs to swing in the breeze as he made a seat out of a rather thin wooden beam. Apparently it was lunchtime.

"Good bit of renovation going on for such a small town like this," Alabaster commented, watching the working ponies with a hint of admiration. Then he tilted his head to the direction of the glimmering castle looming overhead and added, "Although, that might have something to do with Mr. Fancy Pants over there. What's the point of having a bird's eye view from one of those towers if it means all you'll see is a shabby little town, am I right? Judging from that glittering eyesore, they probably had enough bits to support most of the construction we're seeing. Bet it's making that view from up there a bit more palatable."

"Will you quit it?" Whisper hissed. "Did you ever stop to think that if any of that's true, then maybe some of these ponies wouldn't take too kindly to some stranger badmouthing their kind and benevolent benefactor?"

Alabaster's mouth opened to retort back, but then after a second of consideration, he only gaze a shrug. "Guess not," he said. "I'll try to keep a muzzle on myself, Wisp, but I can't make any promises. You know how wily this tongue of mine can get once he gets going."

Whisper rolled her eyes, but said nothing else. She knew well enough that Alabaster was just being his usual, snide self. Still, it would do her heart good if he wouldn't talk so where everyone and their grandchildren could hear him. However, if Little Whisper was afraid of anyone overhearing them, her fears were sorely misplaced. The ponies they passed were far too absorbed with the checklist of jobs to complete to even notice the strangers, let alone their drabble.

 _They look so tired,_ Midnight deduced, watching as a hearty stallion with an orange mane and fiery coat plodded his way towards them. This stallion was hitched to a wide wooden cart that creaked and moaned as its wheels sputtered along the cobblestone street. The thing must have been old, older than even Sour Apple. It was the color of freshly fallen ash with blotches of black that scared the wood like sores. Despite these, the dying thing seemed determined to survive its current journey.

Though a faint smile touched the stallion's lips, Midnight could see it was weak and fatigued. It was the smile of pony who had spent been through the wringer just the day before and then had woken up early today just to go through it again. However, it was also the smile of a pony who refused to let the work at hand tear down their spirits. Although this smile was something of a wonder for a pony as fresh to the world as Midnight, it was nothing new for Alabaster. In fact it was an expression he had worn many of times in the past few years... although, it was usually after a few shots of rum.

Whisper, Alabaster, and Midnight shifted to one side to make way for the stallion and his cart. Graciously, he gave the trio a slight nod and a smile, this one containing much more enthusiasm than one plastered across his face seconds ago.

"There must be a farm close by," Whisper said once the stallion had passed from earshot. She watched his receding figure a moment longer, admiring the rippling cords of muscle in his powerful flanks. Whoever he was, he was of a healthy stock. She even thought, with an impish giggle, that he might give Alabaster a run for his money.

Midnight turned a skeptical eye towards Whisper. "How did you know he was a farmer? I didn't see anything in that wagon that would hinted that… Actually, I didn't see _anything_ in that wagon now that I think about it. It was empty."

"Seriously, Midnight? You couldn't smell the hay?" Alabaster cut in, shaking his head. He seemed a bit amused by Midnight's ignorance.

"As strong as the odor was, I wouldn't be too surprised to learn that the guy baths in the stuff. Hay and sweat, the cologne of any real farmer."

Whisper gave Alabaster a nudge. "You knocking on him, Mister High and Mighty? If I remember correctly, a couple of days ago, when we were crossing the desert, you didn't exactly smell like a bed of lavender either. In fact, you smelt as if someone had dug you up from an outhouse. And I'm not even going to mention the cow trough." That last bit made Alabaster scowl.

"I'm not knocking on him, Wisp. In fact, I respect anyone who can shift through the crap they deal with day in and day out. Bailing hay, shoveling manure, feeding cows. Screw that! Give me a roof that needs fixing, a quilt that needs patching, a ass that needs kicking, or a pint that needs killing and I'm a happy pony. But farm work?" He made a rather unseemly retching sound. "I'd rather dig ditches."

Whisper rolled her eyes, but Midnight tilted his head thoughtfully. "Maybe there's something wrong with my nose then, because all I could smell was musk… musk and dirt." Come to think about it, Midnight might have just been smelling himself.

Alabaster wrapped a foreleg around Midnight's neck and gave him a jovial squeeze. "Don't worry, fella, after you've gotten a taste of the poor misery that is the work force, you'll find your land legs real quick…" Then, with a shrug, he added, "Or you won't. But I wouldn't worry your pretty little head though. If that happens, you'll only be living in a ditch, eating bits of litter for fiber." As anyone would suspect, Midnight didn't exactly find this too comforting. Although, if the last few days had taught him anything, than the pale pegasus was clearly just teasing him.

Midnight wasn't the only one to take notice of the farmers fatigue. Surely if his untrained eyes had picked up the lines of strain and weariness etched along the stallion's features, then there was no doubt that Whisper had as well. However, as she cast the net of her gaze farther up the street and studied the ponies bustling about, she couldn't keep herself from frowning. That stony exhaustion on the farmer's face echoed across the expressions of ponies passing them by.

 _I don't like this. They remind me too much of the ponies from ho-_ The brakes to that train of thought brought it to a screeching halt. Whisper quietly scolding herself for it. The Dragon Lands were no longer her home, if such a horrid place could even be called 'home'. She shook her head and tried again.

 _They remind of the ponies in the Great Plains, tilling about in gales of ash swept down from the Cinder Mountains. Their existence is a livable one, but not easy in the slightest._ However, there was a small bit of comfort in this thought. If she and Alabaster could find a way to suffer a life in that choking hell hole, then they could surely do the same here. Though Ponyville didn't look like the happiest place in the world, it appeared to be a million times better than the strange world they've left behind.

"Come on, you two," Whisper said, feeling her heart daring to lighten a touch, "Let's get moving. I'm pretty sure this mayor won't be in her office all day." Once untangled from one another, the stallions did as she bade.

"At least that sheriff wasn't lying," Alabaster said when he reached Whisper's side. "From the looks of things around here, getting a job shouldn't be too hard. Hell, we might have something lined up by tonight if we're lucky." He chuckled gleefully at the thought. "Won't that be something, Wisp? No begging, no pleading, no promises of oral favours. Sure, more than likely we'll get stuck with construction, but I'm sure we'll learn the ins and outs fairly quickly. We always do."

Whisper didn't respond. Brushing back a few locks of her ivory braids, her attention gravitated to a tiny stall just ahead of them. The vendor of the stall could easily have been one of the oldest mares Whisper had ever laid eyes on -she never did have the misfortune of meeting Sour Apple. The old mare's skin seemed to hang from her brittle frame like soiled canvas and her wintery mane was a frazzled mess that had somehow been restrained into a bun.

The mare was smiling motherly at a runtish colt peering up at her with pleading, doleful eyes. There was no context for Whisper to go off of, but nevertheless, what happened next put Whisper's heart to the stake and melted it like an icicle.

Two huge baskets sat upon the stall's wooden countertop. Both were filled to the brim with lush, juicy, crimson apples. A sheet of paper had been tacked to each of the baskets' fronts, both reading 'ONE bit fer ONE apple.' The mare, ignoring her own notice, plucked an apple from the top of one of the piles and tossed it to the colt. The apple's journey was a short one, and it ended with the colt's teeth catching it mid-air with a nimbleness Whisper found a tad unnerving. His sorrow was washed away in a stream of sweet apple juice that dribbled down along his chin. A smile stretched along the corner of his mouth, just visible behind the apple..

"Thanks a bunch, Granny!" the colt cried, the apple still clutched between his teeth turning the words into a mushed slurry.

"Think nothin' of it, little one," she chuckled. "It's a real scorcher today and a young'un shouldn't be runnin' about without somethin' to cool 'em off. Now, ya'll get along. And be sure to tell ya folks I said 'hello!'"

"Yes, ma'am," was the last thing he said before starting off with a bound. In the colt's wake, Whisper could barely make out a faint trail of spilled apple juice that stained the cobblestone below like raindrops.

Whisper's heart soared and her hopes went right along with it. Ponyville couldn't possibly be such a bad place if such a sweet and generous pony called it home, could it? Whisper thought not.

A skip found its way into Whisper's step, and it was all Alabaster and Midnight could do to keep up with her. The two stallions shared a sideways glance, both seeming to wonder the same thing, but neither willing to voice the question they had.

In their newly revegetated pace, it wasn't long at all before their destination drew near. The shadow of city hall fell upon them mere minutes later, one of its bottom floor windows alive with the flickering light of a candle.


	13. Chapter 13: A Pony Apart

Little Whisper, Alabaster, and Midnight Dreary weren't quite sure what to expect to find in city hall. Honestly, they each could have counted the amount of times they've been in an office before on one hoof. Once in town hall, they encountered a rather snippy mare seated behind a mahogany desk. Judging by the cluster of papers scattered about, the tight bun her mane was pulled into, and her thick rimmed glasses, it was safe to assume she was a secretary of sorts. At least, that's what Whisper suspected. She's encountered enough secretaries in the world of fiction that she was fairly sure she could spot one in real life.

The trio only made it a few steps past the building's threshold when the mare asked about their business with all the warmth and tenderness of a badger with a head cold. She couldn't have been too much older then the three newcomers, yet the cold bitterness in her voice sounded as if it was seasoned by a winter that's lasted near a century.

Alabaster gave Whisper a long look, one that conveyed his thoughts rather explicitly. 'Better take care of this bitch before I do, Wisp', it said. Getting the message, Whisper quickly flashed a smile to the mare as she stepped forward towards the desk. Now that the blazing glare of the sun was out of her eyes, Whisper found that she could summon her faux amenity rather easily.

"Good evening, Miss," Whisper began, the epitome of courtesy," We would like to speak to the mayor, please. You see, we're new to these parts and we were told that she was the pony to see about starting a life here in Ponyville."

The secretary regarded Whisper with beady eyes that twinkled malevolently beneath the wide lenses of her glasses. "And do you and your part have an appointment, Miss…" When Whisper only tilted her head at the mare, she sighed and added, "Your name, Miss. I need your name."

"Oh, my apologies! Little Whisper is the name. There two strapping lads are Alabaster and Midnight Dreary." Alabaster gave a slight dip of the head at the sound of his name while Midnight only continued to watch the mare cautiously. "And no, we don't have an appointment. As I said, we _just_ arrived. We rolled in on the last train, as a matter of fact."

The secretary studied the ragtag party momentarily, then clicked her tongue testily and began to shuffle through the cluster of papers before her, appearing to search for something particular. There was no real significance in the act, it simple allowed her to ponder her new guest while creating an air of importance about her. Though Whisper's smile persisted, there was a flicker of worry in her eyes.

"Well, that is rather problematic. The mayor is very busy pony. She has visitor comings in and out all day, and appointments are the only way she and I can keep up with the constant flood of faces and the requests these faces bring…" A quick look around the lobby said quite the contrary. Aside from the three travelers and the secretary, the only other living thing in room was a wilting wallflower.

Midnight leaned in close to Alabaster and whisper low enough so that his words went unheard by either of the two mares. "What exactly is going on here, Alabaster? I'm a bit… confused. There's no one else here, so what's the problem?"

Alabaster grinned and whispered back, "Pay close attention, my friend, because you're seeing the rare appearance of an ' _uber bitch_ '. You see, they get particularly nasty when they haven't had a good toss between the sheets in while, and judging from the nauseating levels of bitchiness of this particular specimen, it has been a _loooong_ while."

"A what between the sheets?" Midnight asked with a frown. "I don't think I follow." Alabaster's good humor fizzled out and Midnight's ears fell flat under the stallion's miffed glower.

"Sometimes you're just no fun, dude. No. Fun."

"Weeeell," the secretary said at last, stretching the word out as if it was made of rubber, "From what I can see on the schedule, it doesn't seem that Mayor Mare has any pressing appointment at the moment." Alabaster had to bite back a trickle of snark crawling up his throat. As if sensing this, Whisper gave him a cautioning look.

The mare realigned the papers back into a neat stack and sighed impatiently. "That said, the mayor could very well be busy with some other matter. She is quite an important pony around these parts."

 _Important enough to have an office in a castle?_ Alabaster wanted to ask. _Cause I don't fucking think so._

"However, if you insist on speaking with her, than I will go see if she is available and willing to take in unscheduled visitors."

"Please, ma'am," Whisper persisted, "We would greatly appreciate it."

Hot anger trickled along Alabaster's legs like goose flesh as he heard the pleading in Whisper's voice. No one should ever make Whisper, probably the sweetest pony in the whole world by Alabaster's standards, beg. That savage urge to strangle and bludgeon prickled at the pegasus's hooves. Oh, how he would love to take that stack of papers and cram them down the bitch's throat. How utterly satisfying it would be to hear her sputter and choke. How… wonderful it would be.

Midnight stumbled back a few steps from Alabaster. It was as if someone had flicked a switch and turned the pegasus into an oven. Heat rolled off of him in waves, baking the air till it felt dry and coarse against Midnight's windpipe. Each breath he took was a struggle to keep himself from coughing. Thankfully, Alabaster stood far enough back from the two mares that the heat seemed to stop short before reaching them.

Eyeing him fearfully, Midnight thought to ask Alabaster if he was okay. Maybe he needed a doctor... or perhaps a priest. From the way he was cooking, it seemed more likely that he needed some diced vegetables and a cup of marinade. However, Midnight found himself halted by the calm, collective expression on Alabaster's face. Whatever was ailing him, it obviously must not have been serious enough for the pegasus to take notice of it. Given their current situation, Midnight decided it might be best just to bring it up later when they were on their own. Even better, he would talk to Whisper about it first. She would be more likely to listen to him than Alabaster… and she also didn't scare him nearly half to death.

The secretary gave Whisper a curt nod and pushed herself up from her chair. The old thing sounded groaned as if it were about to give out from underneath her. Just to her left was the maw of a hallway leading farther into the building depths. She passed through its threshold, leaving the trio with only the sound of her receding hoofsteps.

Whisper turned to meet her friends and smiled wanly at them. "There," she said, "That wasn't bad at all, was it?" From her tone, it sounded as if Whisper was trying to convince herself instead of her friends. At once the heat abated, retreating back into the pegasus like a riptide. To Midnight, the air felt rather cold now and it was all he could do not to shiver.

"Maybe for you," Alabaster answered with a shake of his head, "But damn, I was near about ready to start chewing nails. It's been a long minute since I've wanted to throttle a pony so badly." Then he remembered Dodge Junction and all the angry faces that had followed them out of town. He gave an embarrassed shrug as he thought, _Okay, maybe it hasn't been that long of a minute._

Whisper smirked. "Well, I'm glad you managed to restrain the raging furnace that is your ovaries."

"Oh, hardy-har-har. You know, I don't see why we're working so hard to hunt for jobs when clearly you should be killing it on stage with your stand-up skills. Comedians are in short stock these days, eh missy?" he added, bumping her rump with his. Whisper couldn't help but titter.

Midnight arched an eyebrow at his friends. "Wait, do comedians make a fairly good bit of money? If so, why don't you try it?" The dark stallion figured that performing standup would be a fairly easy profession for two ponies who did nearly anything for money.

Whisper's titter toppled into outright laughter so infectious that even Alabaster couldn't help but join in. When Midnight frowned at them, the grinning pegasus just waved him off.

"Don't worry, buddy," Alabaster said, his voice still heavy with laughter, "Once we get situated, first thing we'll do is buy you a sense of humor. Consider it a promise."

A playful shove from Whisper sent Alabaster back a few steps. "Don't tease him like that, you brute, especially since he might actually believe you." Whatever severity she tried to convey in those words was murdered with another row of laughter as the pegasus ruffled his feather and primly turned his nose up at her. How she hated these moments when laughter took her as easily as a swooning mistress. It was made all the worse by Alabaster, the perfect instigator.

"Ahem!"

Whisper and Alabaster straightening into immediate attention as the secretary cleared her throat. Midnight simply continued to look from one pony to the next, his pleading gaze begging that someone let him in on whatever joke he missed.

The secretary glared daggers at the party, a vein twitching in the corner of her temple. While Whisper appeared a touch abashed by that dirty look, Alabaster on the other hand relished it. His spiteful glee shone through in a large grin, striking another nail into the secretary's already failing patience.

"You three are fortunate," the mare said, "The mayor has just finished writing up some rather important… documents. She will see you now."

Alabaster shuffled close to Whisper so that only she could hear him. "How much you want to bet those ' _important documents_ ' were a bunch of doodles on a spreadsheet?"

Whisper's ear gave an annoyed twitch and promptly flicked Alabaster on the nose. This small gesture was enough to make a grumbling Alabaster hold his peace for a time longer.

"Thank you, ma'am," Whisper said, "we greatly appreciate it." From the grunt the wiry mare gave them, it was apparent that the feeling was not mutual.

The secretary motioned with a dainty hoof to the hallway behind her. "This way, please, if you would be so kind."

The trio shared a brief glance between one another, then followed the mare as she turned and lead the way.

* * *

Speira spent the better part of an hour in the city, and though Quill didn't explicitly instruct her on where she could and could not go, the filly elected to remain near the market district. It was relatively small when compared to the rest of the city, as well as familiar. Besides, there was plenty of hustle and bustle amongst all those small businesses to keep her young mind occupied.

She traversed the streets like a leaf wading into a babbling brook, riding the current of ponies pulsing down the street with nearly thoughtless ease. Hardly a handful of the crystalline ponies took notice of Speira, and those that did never spared her a second thought. To them she was just another child enjoying her sweet reprieve from the schoolhouse walls, never mind her dull, unshining coat or the battered traveler's cloak clasping tightly to her tiny form. Even the slight bulges running along her back went unnoticed to their eyes.

'How many ponies see,' Quill had asked her once. 'How many really see?' From the few complacent smiles that flashed her way whenever her gaze lingered too long on one pony, she judged the answer was not many.

Deciding that none of the ponies flanking her sides were of any danger to her, Speira turned her attention to the storefronts passing her by. Within a few brief seconds, the filly's keen eyes observed more than what a pony could with a handful of minutes. Though there wasn't too much to the stores on the outside -as amazing as the crystal architecture of them was, Speira found the extravagance of the Empire seemed to lose a bit of its luster after a while- it was what laid beyond the shop's front windows that arrested the filly's interest.

There had been much Speira had seen when she would cut through market district with Quill, but her elder had always seemed to be in a hurry. While ushered along in a haste, she had only seen a fraction of all the goods these stores had to offer. Now, at her own leisurely pace, she gazed into the face of each store with fresh eyes. And to Speira's delight, the worlds beyond each window and display case opened up wonders to her that seemed so grand she scolded herself for never noticing them before.

Behind the translucent face of one window revealed a maze of bookshelves that stretched the length of the store. Books the size of a wagon wheel, yellowed parchments, and feathered quills the color of a raging fire clustered the dusty shelves. Judging from the size of some of those books, it was a wonder that the thin slate of wood holding them didn't snap. Off to one corner of the store, Speira spotted a tiny cauldron set upon the top of a stove. Smoke tinted a shade of purple rolled from the mouth of the rusted iron cauldron and hung in the air like a wafting dream. Tending watchfully to the brew was a zebra -the manager, maybe. Speira may have paused for a second, and only a second, to watch the stranger creature craft their voodoo, but was off again a moment later. There was much to see and too little time to waste.

Though Speira's world was mainly black and grey, there was one color that stood popped out amongst all the monotony. That color was red. Quill had jested once that the only colors a mercenary knew was gold and crimson. Well, as the filly's eyes drifted onward to the next shop over, she saw plenty of both colors. However, those oh so familiar colors were washed away by rising tide of so many others. A sign now dangling by a pair of chains above Speira head. Scrawled along the sign in neat hoofprint was this: ' _ **The Sugar Tart Confectionary! Sweetest little stop in the city!**_ '

Just like with the store before, shelves stretched from one end to the other. Now, though, they were lined with things just a bit more savory than books, or parchments, or quills. One the topmost shelves were jars of gumballs and jellybeans, and oddly shaped jawbreakers decorated to look like gemstones. Colors splashed and blended together like watercolors as Speira tried to study them all at once. At eye level there were lollipops the size of a foal's head, bricks of chocolate that were white as snow, and a vast array of peppermint sticks appeared to have drizzled with a rainbow.

So much life. So much color. Speira found her breath stolen and her thoughts arrested by the multitude of sweets that lay only yard from where she stood. Without realizing it, Speira gravitated closer to the confectionary. Breaking free of the stream of ponies, her nose was singed by the luscious aroma carried on the winds.

To better see past the flecks of sunglare splashed across the glass, Speira pressed her muzzle to the cool surface of the window. Strands of pink mane fell from behind her ears to frame her features, capturing her amazement like a camera. Inside was a swarm of colts and fillies, all of which just appeared just as bright eyed and excited as Speira. They all clammered about the counter, each of the small ponies holding their own sugary slice of heaven along with a hoofful of bits.

The wilted stallion behind the counter -his red and white striped suit making him appear more like an old candy cane than a pony- tended to each child in turn. A cool, patient smile lay beneath his salt and pepper mustache as he tackled the surging swarm headon. In that little smile, Speira saw temperance and discipline borne from years of experience. _Strange, I can see a bit of Papa in him… just a bit. Both are seasoned warriors with years of experience in their field._ The thought made her smile.

Speira's hooves twitched restlessly as she watched the ponies inside. Pins and needles begged for her to walk, to move, to do _something_. Her stomach pleaded with her as well, voicing its opinion in a low, guttural growl.

 _I can't_ , Speira thought, _What would be the use? I have no money… and even if I did…_ Speira suddenly regarded the mass of bodies warily, noting how all of those children shifted and fidgeted about like a restless tide. The candy shop really was packed. Shoulder to shoulder, rump to rump, wall to wall. The thought of wedging herself in there made Speira's stomach cramp and her mouth run dry.

 _No, it's way too cramped in there. If anything was to happen then I wouldn't even be able to get out of my cloak, let alone extend my wings. Papa always said that entering tight crowds was unwise for our kind. No way to attack, or flank, or even retreat if need be._

With that last forlorn thought, Speira tore herself from the window and trundled on. Though she knew she had made the right decision, it ate at her that she wouldn't be able to get a closer look at all those candies lining the shelves. Sure, her shrewd eyes saw plenty curbside, but oh, she could only imagine how vibrant those all those colors must be up close.

Speira's stomach gave a final, somewhat crestfallen, rumble of defiance before falling silent. Soon the candy shop and its divine odors were far behind her. The thick curtain of ponies that formed at her back helped to keep the store and all it's goodies out of her thoughts. Within no time at all, Speira was plucking along as if her path had never strayed close to the Sugar Tart Confectionary.

She went on like this for five minutes, and that's when another gem came along. This one was a beautique.

Just as she had been drawn to the confectionary, this time was no different. Her hooves moved on their own and a moment later her muzzle met glass yet again. Speira's eyes went wide as she oogled the glittering treasures just on the other side. At least a dozen or so -Speira couldn't be sure, as her eyes would not stay still long enough for her to get an accurate count- mannequins stood vigil around all corner in the beautique, their smooth, featureless faces watching absently as a handful of mares browsed about. However, what the poor mannequins lacked personality, the more than made up for it in style.

Speira felt herself begin to swoon for the dresses cladding the mannequins, A few of the dresses, the color of nightshade, shimmered like the rippling water in the light. Some dresses were ripe with ruffles thick enough to be considered drapes, others were studded with precious gems that ran the length of the seams, and then there were a few that seemed to hug the slender curves of the fake pony like second skin.

But what was more amazing than these lush, extravagant designs was -just like with the Sugar Tart Confectionary- the colors! Pinks, blues, reds, and so many other colors were splashed here and there, covering the boutique's innards like a waterfall of watercolors. Speira saw spindles of yarn, baskets of gemstones, and stacks of fabrics, each set of items just as vivid. Honestly, it was starting to make her eyes ache a bit, though, she didn't dare let herself look away. The image before her felt fragile and rare, as if a brief glance somewhere else would erase it from existence.

As Speira wiped away the bit of her breath clinging to the window in a haze, she felt that familiar itch return. It tickled her hooves, and this time much more persistently. She entertained the thought of entering and found it quite pleasing. The beautique was nowhere near as crowded as the candy store. She could slip in, stay for a quick gander, then slip back out. There was no bell fixed to the front and all of the mares inside, with their prim outfits and styled manes, seemed far too preoccupied to notice a nimble footed pony like Speira.

 _Papa did say that most ponies went through their days almost blindly, looking about at the world without really seeing anything,_ Speira thought, slowly working herself to take the plunge. _If that's so, than I'll have little trouble remaining unseen. I'm nowhere near as sneaky as Papa, but I won't have to be. I'll be nothing more than flicker of a shadow, or a trick of the light. Yes… Yes!_

And plunge she almost did. Yet, again, Speira was halted. This time, however, it wasn't because of fright or unease.

Just as the filly moved for the door, something new caught Speira's attention from beyond the pane. A mare. She appeared suddenly from a door at the back, entering the room with all the grace of flower dancing in the wind. Speira's mouth and stomach dropped at the mere sight of the lady.

The nobles Speira and Quill had escorted to Canterlot, Snow Dew and her boorish cousins, had been finely dressed and immaculately groomed, but those ponies of regality were a pale vision when compared to this mare. She looked beyond regale. Beyond beauty, in fact, or so Speira thought. _Angelic_ , the filly mused, her thoughts garnering a bitter edge that seemed fairly foreign to Speira. _She looks angelic_.

The mare was lithe and tall, her legs seeming to stretch below her for miles. Her coat, which lacked the sheen of a crystal pony, was as pale and as clean as freshly fallen snow and her silky mane was bubblegum pink. _She has a mane just like mine, Speira noted before flushing furiously. Except mine is nowhere near as puffy, or lush… or soft looking…_

Another mare -a seamstress Speira surmised, noting the measuring tape and pins trailing behind them in a haze of green magic- approached the earthen bound goddess with a broad smile and eyes glittering eagerly. The two chatted rather excitedly, probably about the pale lace gown the first mare had entered with.

Speira found herself hating that gown, regarding it as balefully as if it were a turn sack of flour. More than that, she found herself hating the mare and all of her grandeur. Hating her long legs and faultless complexion. Hating the way her smile seemed to glow and brighten up the room. Hating how all the other mares in store gave her short, adulatory glances. But what Speira hated most of all… was herself.

Standing in the shadow of this second sun, Speira felt grubby and insignificant. The filly thought of her coarse coat, mottled by the occasional scar from one skirmish or another, and choppy mane. Speira never really thought to ask Quill to buy a brush. In truth, she never really thought to ask him for anything other than the bare essentials. She knew very well that bits didn't grow on trees. That's one reason why she never questioned it when the old mercenary cut her mane instead taking her to a barber. Now though…

Worst of all was her clothes. Never before had Speira looked her worn, shabby cloak with such disdain as she did then. It felt as if she was wearing the fur of a freshly skinned animal, still slick and wet with gore. She was revolted, and probably would have torn the thing off of her if it wasn't for the enchanted armor beneath. Speira dared not think how Quill might react if she were to return home with glowing veins of her armor glowing for all to see. However, the thought of the armor hidden beneath the cloak sweetened her bitterness a bit. It was a thing of beauty with its flawless ebony face and eerie veins of magic. Best of all were the steel wings that twitched and ruffled under the cover of the cloak, feeling as if they really were an extra addition to her body.

With her one redeeming feature in mind, Speira dared one last glance at the goddess inside. She stood alone now, the seamstress missing from sight, and looked to be studying the dress of a nearby mannequin. Whoever the mare was, she had done nothing to deserve the daggers that flew loose from the filly's gaze, nor the hornet's nest of insults that buzzed angrily in Speira's skull. And Speira knew all of this. Jealousy was a sickly, peevish monster with sharp claws that could burrow into the thickest of hide. For the first time in her young life, Speira found herself in the mercy of its clutches.

With a few self pitying tears stinging her eyes, as well as shame for those tears, Speira pulled herself from the boutiques window and pushed her way back onto the street. There would be no more gandering or ogling now. Her hunger for adventure and wonders alike had been sated, and bitterly so, and now she only longed to back in her room, in the comforting presence of her father.

It was time to head back.

* * *

Young Speira's mood began to brighten considerably on the return trip to the Speckled Gem. One could even dare to say that she felt better as she mounted the steps leading up to the tavern.

Not much had changed since she had left. The drunken faces of an hour ago had been replaced with fresher ones, but that was about it. Cheeks were still rosy and glowing with a sickening fever, chatter still crashed about the room like an angry waterfall, the air still stank of spilt ale and burning cigars, and Half Pint, her old dress stained with new splotches of spilt ale, still rushed from table to table with a tray of frothing mugs balanced neatly on her back. It baffled Speira how so many ponies stumbled in and out of this place for booze. How many problems could the average pony have that it would require so much alcohol to drown them all? Perhaps if Speira was a normal pony, she would know the answer.

Speaking of Half Pint. By chance, the waitress' sporadic trajectory just happened to cross Speira's as the filly cautiously made her way to the stair. The sullen eyed mare gave her a warm 'hello' and added, "If you're on your way up, love, tell that old turkey of yours that Topaz appreciates the advance on his annual payment. Nothing makes that buzzard happy than a little extra clink in his purse. Maybe that means he won't skim off of my tips this week."

It wasn't the first time Speira had heard someone call Quill a turkey - _probably won't be the last, either-_ but it was one of the few times that it was said with genuine fondness.

Speira managed a convincing enough smile and nodded. If there was anything else for the two mares to share, it was nipped in the bud as a voice called out somewhere from the drunken haze around them, "Need a refill over here, beautiful! On the double!"

Half Pint rolled her eyes and hollered back, "I'm comin', ya bushwacker! Just keep your arse to the seat and I'll be there in a jiffy!" Then, to Speira, she added gently, "You two just holler down if you need anything, you hear? I can always make time for my two favorite customers, Topaz be damned."

This made Speira arch an eyebrow. "Are we really your favorite customers, or are you just saying that so we'll keep overtipping?" This got a good bray of laughter from Half Pint, making the amber liquid in the mugs on her back slosh noisily as she tittered.

"Why not a bit of both, love? Yeah, I want you to keep overtipping, but you're probably the only ponies in this stupid city that haven't spilt either their ale or their lunch on my floors. _That_ is why you're my favorites!" With that, Half Pint bide the filly farewell and went on her way. _It's always nice to see her in a good mood for once_ , Speira thought, dancing around a stallion who had tottered in her way. _It's a sweet reminder that she isn't entirely dead inside._

Ascending the rickety steps to the second floor, Speira began to align all she had seen during her brief stint in the city, organizing and straightening them into neat stacks in her mind. There was no doubt Quill would question her extensively about all she had done and she found it comforting to have everything in line for that moment, so as to not get turned around by any trick question he might have -oh, how he loved to trick and play his games with her.

Speira was pondering if she should omit everything about the confection and beautique from her report when she pushed open the door to her room. The smile she had worked up for Half Pint was still stuck to her face as she entered the room, but it quickly dropped. The neat, imaginary stacks of papers she had arranged in her mind suddenly flew up into a chaotic flurry as her eyes fell upon the stallion clad in golden armor.

"Speira, my dear!" Quill called from his place on his bed, looking as pleased as a fat cat after catching a mouse. "What timing, we were just talking about you!"


	14. Chapter 14: Changes

The wondrous specimen lying atop her had a coat that smelt of crisp cinnamon and felt of Saddle Arabian silk. Thickly coiled muscles rippled like waves beneath crimson fur. She felt those muscles begin to twitch eagerly as she nibbled on the exposed flesh of his neck. Her head swam with that scent now, filling her up and overwhelming her senses.

 _That's not all I'd like him to fill,_ she thought greedily, taking another nibble. He tasted even better than he smelt. The stallion was already breathing heavy, now the mare had elicited the most enticing moan she had ever heard.

Every kiss they shared and every caress they exchanged worked to fuel a fire burning hot in the pit of the mare's stomach, its ashes fluttering like butterflies in her chest. In the throes of her ecstasy, the mare had managed to find her way on top of this mountain of a stallion. She didn't know, nor did she care. For the time being, the mare would bring her lover up to his peak with her.

"Mmm, you like it when I do this?" She cooed, head lowering and lips working to find the thick fur of the stallion's chest, as well as the sensitive patch of skin below it. The burly stud's body went rigid as he threw his head back. The mask of stoicism he wore so proudly melted, exposing an agony so sweet it had become bliss.

There was a guttural, gasping voice that fought its way up the stallion's throat as he tried to answer. "E-Eeyup!"

It was all that she needed to hear. Her nerve endings sang, responding to the single word as if it were a jolt of electricity. She doubled down on her efforts, working over every bit of flesh her lips could find. _Leave not an inch!_ The words turned over and over in her mind as if it was some kind of mad battlecry. _Leave not an inch! Leave not an inch!_

Sweat glistened on their coats like morning dew. "Well, if you liked that," she panted, the words thick and slurred, "then you're going to _love_ this!" She was determined to taste every bit of him, _every_ last bit, saving the best for last. Oh, but wasn't she making progress.

It was summer for this little song bird. She was so close to roosting now. So close… If only it weren't for the fact that all dreams end at their climax…

* * *

The skull rattling bellow she had been expecting was replaced instead by a bang as her door swung inward. Mayor Mare's eyes blinked open.

At first all she saw was a world swirling with streaks of grey and white. _Wait a second, this isn't right…_

Carefully, as if balancing a faberge egg on a straw, the mare lifted her head. She absently brushed away the curtain of mane that had fallen in her eyes. Her office solidified at last. A disappointed "ah" was all she could manage as her gaze fell down to the mound of paperwork pooling on her desk. _Well, at least it made a good pillow..._

"Ahem!" The mayor nearly leapt out of her chair as someone cleared their throat. "I hate to bother you, Mayor, but I need a moment of your time." That is when Mayor Mare noticed the disembodied head floating in her doorway.

A smile cut through the stiff muscles of the Mayor's face. "Oh, it's only you, Sugar Cube. You gave me quite the scare."

There must have been a break in the continual shitstorm that followed the secretary about, for an apologetic smile graced the secretary's normally strict features.

"I didn't mean to startle you, Mayor, I was just coming to-" Sugar Cube's words faltered momentarily as her eyes honed in on Mayor Mare.

At least a hundred or so ponies passed through town hall in the past five years. Each had taken their turn under the agnostic spotlight that was Sugar Cube's gaze. However, this was the mayor's first time. The dour, ill-tempered secretary normally treated Mayor Mare with nothing but the utmost respect. Now, judging by the expression on Sugar Cube's face at least, the diplomat was nothing more than a common criminal.

"Is something the matter, Miss Sugar Cube?" It took all of the mayor's force of will to keep from squirming. _By the sun and moon, I never realized how much she looks like my mother!_

"Forgive me, it's just that…" Sugar Cube paused, flushed briefly, then pointed a hoof at the Mayor. "You… have a little something… on your face."

Mayor Mare's brow knitted together. "My… face?" And that's when she felt it: the piece of paper sticking to her left cheek.

"Oh," she chuckled, the relief tasting like a cool drink. "How silly of me!" Delicately, as if removing a band aid, she pulled the newly acquired accessory free from her face.

Aside from a drying pool of spiddle, there was no damage to the document. Not that it mattered. Mayor Mare had an overabundance of these pesky building permits. They flooded her deskspace and only seemed to multiply as the weeks rolled by. Having one less would have been a small mercy at least, but it seemed she was not so lucky.

Mayor Mare smoothed out the document over her desk and glanced back to Sugar Cube. "Better?" she asked, a twinkle of amusement in her eyes. Sugar Cube only nodded. It seemed that they were back to business.

"Good. Now, what were you saying?"

"Right… that.…" Sugar Cube fidgeted with her glasses for a moment. "It seems that you have a few unscheduled visitors. More out of towners looking for work."

"How many? And are they roosting or just passing through?"

"Three. From what they've said, it sounds like they're roosting."

Mayor Mare studied her secretary, her eyes focusing on her like bifocals. "They the ones we received word about?"

"I… believe so. One rude, one prude, and one much too pleasant for my liking."

"Hmm. I was wondering when they'd stop by town."

Mayor Mare appeared thoughtful for a moment, but it slowly devolved. Replacing it was an almost foalish glee.

"Well, Miss Sugar Cube, it appears like our evening has just got a bit of spice, doesn't it?"

"So… you'll see them, then?" Sugar Cube motioned with a nod to the stack of papers still sitting in front of the Mayor. "What about those building permits? It may be days before you have the time to getting around to them again."

"Oh, pshaw! I'm sorry to say this, but you have yourself fooled if you think that all these contractors are going to wait for the signature of one old mare. Bits have been exchanged, materials have been shipped in, and Twilight has already given her royal blessing. I'm little more than a final formality at this point. Now…" Mayor Mare paused to try and straighten out her disheveled mane, as in vain as that was, before nodding to her secretary.

"Show them in, please."

* * *

The trio shuffled in, Alabaster and Little Whisper in the lead with Midnight Dreary bringing up the rear. Sugar Cube held open the door, the tip of her hawkish glare pricking upon each of the travelers as they passed by. Though Alabaster and Little Whisper didn't seem to notice the dirty look-or perhaps they were just pretending not to notice- Midnight could feel her eyes hook their talons into his flesh all too well.

Just like with the foyer, the trio found the office they were herded into to be nearly barren of any furniture except for an overly crowded desk. The only signs that this place wasn't owned by a soulless, pencil pushing machine was the framed picture of an elderly pair - _parents perhaps,_ Whisper would guess- hanging on the wall by a rusted nail and some small wooden chairs pushed aside to make the room feel more spacious.

Alabaster gave the room a brisk once-over, his eyes pausing momentarily at the planks of wood below his hooves. He gave a quick sniff and wasn't surprised to smell fresh timber with the faint ascent of tree sap.

 _The aroma, the lack of wear on the wood; this room seems so much fresher than rest of the place._ After a moment of consideration, he shrugged the train of thought off. _The boss head must've gotten tired of their old office and wanted a new, bigger one._

Something, intuition maybe, told him that wasn't quite right. Alabaster wasn't going to trouble himself over it, however. Better to leave intuition to Little Whisper.

"Why, hello there! Please, don't be shy! Come on in!"

The trio was greeted by one of the first friendly faces they'd seen all day, aside from Carrot Top. The mare seated before them seemed to be about twenty, or perhaps even thirty years their senior. Little Whisper found she had her doubts about that. Though the grin she gave the outsiders appeared sincere enough, the salt and pepper in her mane looked a tad… off… almost artificial. Despite the weathered age the Mayor's mane proclaimed, there was something in her features that betrayed a youth that wasn't too far older than the trio themselves.

 _Dye?_ Whisper asked herself, her keen senses giving her a resounding 'yes'.

"Um… Good evening, ma'am," Little Whisper started timidly, urging herself to sound bolder when she noticed the trepidation in her voice. "You must be the mayor?"

As if on cue, the mayor straightened her tie, flipped back her mane, and pushed up her glasses. A self-important gesture if there ever was one.

 _Yep, we are definitely dealing with a politician._

 _"_ Yes indeed, young miss. Mayor Mare's the name. How may I be of service to you today?"

Little Whisper and Alabaster glanced at one another. The ivory Pegasus didn't like this one bit, and she could tell. Something about the diplomat reminded Alabaster too much of a certain used-wagon salespony they had a run in with on the fringes of the Free Pony Cities.

 _'Just stand there and keep looking pretty, me boyo,'_ Whisper's expression seemed to say, _'I got this.'_

Alabaster was more than happy to let Whisper take point once more. Though the midlands of Equestria were far more beautiful than anything he had ever known back in the Dragon Lands, Alabaster would pitch a hissy fit if he were to be ejected from yet another town.

 _And the gods know my ass is tender from how many times I've been tossed on it._

Little Whisper swallowed her apprehension and began the dance she was all too often forced to play a part of.

"Well, as I told your… assistant, we're new here in Ponyville. We were hoping, actually, to make it our home."

It was now Mayor Mare and Sugar Cube's turn to share a look. Whisper knew from the slyness in the Mayor's eyes that they may have just trotted into a trap of some kind. She only prayed that Alabaster hadn't noticed it. The bullheaded stallion could be quite dangerous if he feels like he's had the wool pulled over his eyes, and even dangerous still if he thinks that he's been backed into a corner.

Without a word, Sugar Cube took her leave. Waiting till the door closed shut behind her, Mayor Mare adjusted her tie once more and said, "I take it you are the three coming from Appaloosa then?"

* * *

The march back to the Crystal Castle was a terribly long and awkward one, thought not so much for Quill or Speira. Corporal Speckled Band took point, acting as the blade tip that parted through the throngs of ponies still bustling about. Every now and then he would glance over a shoulder, just to make sure both his guests were still with them. Quill kept stride with the young soldier and did his best to keep the air between them lively. His protegee, however, only skulked along after them, as quiet as the shadow cast by her teacher. How it unnerved Speckled Band to have such a creature at his rear.

Every time Speckled Band dared a peek at the filly, he always found her stony gaze upon him. They would lock eyes for no more than a moment or two before the Corporal would have to veer his attention forward again. There was something about the cold, calculative look in those eyes that made Speckled Band want to shiver.

Out of sight was not out of mind, it seemed. A heated chill had perverted the Corporal's senses. It left his blood icy and his brow sweaty. _I wonder if she's still just staring at me,_ he thought, trying to focus on the face of a pretty mare who happened to cross their paths.

 _Of course she is. She's watching me, kind of like how Rover used to watch anypony who came over to the old house. She's a trained attack dog._

It was then that a bit of gossip flittered into Speckled Band's mind -the Corporal had a nasty tendency to let his troubled mind drift, a habit he hadn't quite yet curbed.

 _Wasn't it only a week or so ago when I had heard about these very two?_ Yes, it was. He remembered now, for he had been on night patrol with one of the biggest gossips in the Crystal Empire's branch of the Royal Guard. The buzz of the city street subsided and was replaced with the echos of hooves.

Speckled Band had been trudging along the darkened castle corridors with Private Cluster, the pony he often times had the misfortune to be paired with for night watch, in tow. Always one for gab was Private Cluster. Speckled Band usually didn't care much for such talk, as it always seemed to border more on fictional than factual. However, he needed something to break the midnight monotony.

 _"You remember my cousin, Glitter Dust, right?"_ Private Cluster had asked.

 _"Sure I do,"_ the Corporal responded, wiping at his weary eyes, " _She's that weird one who tried to get me to model for that Jewelry line for stallions, right? 'Studs on studs,' or something, yeah?"_

 _"Well… er… yeah…"_ Private Cluster deflated only, but only for a moment. He was back to his usually yammering self before he could even draw his next breath. _"Let's just not speak of that again, please. Anyways, what I'm trying to tell you is that she was there!"_

 _"She was where?"_

Private Cluster huffed. _"What the hell were we just talking about, guy? I know Shining Armor's got you running laps lately, but come on!"_

Speckled Band looked at his comrade incredulously. _"Are you telling me that your cousin was on the stagecoach that got hit the other day?"_

 _"You're darn right I am. She's an apprentice under that fop, Astral Gem. Anyways, he sent her to oversee their delivery to Canterlot, cause… you know… he's a freakin' coward. Anyways, that's when the coach got shazamed."_

Private Cluster drew in a long breath, as if the thought of what came next was almost too much of a labor. _"I'm tellin' ya, Speck, you should hear her talk about it. She's terrified. Absolutely terrified!"_

 _"Well, duh. Highway robbery isn't exactly a thing that most civilians are prepared for. Scratch that, it's not something anypony is really prepared for."_

Private Cluster shook his head. _"I'm not talking about the creeps that jumped them, I'm talking about the creeps that were riding with her."_

 _"The sellswords?"_ The Corporal looked even more puzzled. _"What are you going on about?"_

 _"What am I going on about? Have you not been listening to what everypony's saying?"_

 _"No, I haven't."_ Then, sternly, Speckled Band added, _"And neither should you, Cluster Buck."_

Speckled Band had laughed at the way Private Cluster grew flustered by the mark, then was thankful it had shut the half pint up. At the time, he had refused to believe that two people - one of them being a filly, no less- could stand up to an ambush of a half a dozen armed ponies.

 _Everyone wants to start an urban legend nowadays,_ he had thought. But now, after looking into the chilly killer eyes of the filly behind him, Speckled Band had to wonder.

"Something troubling you, Corporal?"

Speckled Band could have jumped clear out of his armor. The fool boy had broken the one rule that his drill instructor had beaten into him so fervently: never let your guard down. Though the Corporal knew he had nothing to fear from the mercenaries, so long as the griffin remained amiable and the filly was on a short leash, it didn't stop a needle of shame and agitation from driving into Speckled Band's hide.

Quill smiled warmly in that weird way that all griffin do, his eyes glittering knowingly. "Forgive me, Corporal, I didn't mean to startle you."

"You didn't," Speckled Band responded tersely, not intending for his temper to flare. He felt the filly's gaze upon the back of his head sharpen and turn steely. If looks could kill than Speckled Band, son of Home Lockwood, would have dropped dead right then and there.

The pegasus ruffled his feathers and did his best to ignore the sensation. If Quill gave any offense, he surely didn't show it. He simply looked ahead once more. Still smiling.


	15. Chapter 15: That's New

Business had brought Speira to the Crystal Palace on at least a dozen occasions, yet there was nary a time where it ceased to amaze her. Quill spared his daughter a quick glance. For the second time that week, Speira had betrayed the adult she was forced to be. Childish wonder battled with composure in those dark eyes of Speira's. Though Quill always enjoyed seeing the happy, he was even happier when a steely coldness came over her gaze. The brief flirtations of childhood were a nice fancy every so often, but childhood didn't change what Speira was and what Quill needed her to be.

It seems Quill wasn't the only one who noted Speira's struggle, either. Though the hitch in Quill's step was momentary, hardly more than a pause as he looked back, it had been enough to draw the attention of the already alert pony to his left. Thinking something might be amiss, Speckled Band followed Quill's gaze.

"Something wro-" It was all he had time to say before he found Speira, the _child_ named Speira. For she was a child in that moment, the grisly years of her youth peeled away to reveal a star struck little girl in a big city.

Then it was gone, vanishing with startling speed. Speckled Band brought his attention forward and hoped Speira hadn't saw him staring. Then he looked up at the palace with new set of eyes, with a child set of eyes.

Its presence was immense, like a mountain pressing down upon a molehill. Yet, even while caught in the heavy shadow it cast, Speckled Band couldn't bring himself to find the immaculate giant threatening. Those spires glistening like embers in the sunlight as she watched over her subjects down below. A symbol is what she was, a symbol for a future as rich and as grand as the jewels the Crystal Empire was known for.

"Beautiful, isn't it?" Speckled Band asked, his voice rising above the babble of the market. He hadn't intended on saying anything, but seeing that look in Speira had moved him. The Corporal had always been convinced on some level consciousness that the Crystal Palace had a way of bringing out the best in the ponies. If one wanted proof, they'd need only look at the brimming, happy faces all around.

"I must have seen this view over a hundred times," he continued. "Yet… even now as I look up at it… it still feels just like the first time…" His voice tapered off. Suddenly, Speckled Band felt exceedingly aware of his counterparts.

Speckled Band did his best to shrug off the weight of their gazes. "Anyways, best we not dawdle. The Captain has been horrible busy as of late, and I'd rather not keep him waiting longer than we already have."

Without sparing another word, or even a glance, the Corporal pushed on. This time with fervor.

On the move again, Speira reasserted herself over her emotions with cold calculation. The filly had been smothered and the sellsword was dominate once more. Quill was not so quick to dismiss the Corporal. As he trudged on, the checkpoint marking entrance into the royal courtyard coming into sight, the old bird couldn't help but feel a tiny surge of affection for the young soldier.

Speckled Band reminded Quill of himself from a lifetime ago, back when his feathers didn't lack their luster and his joints didn't ache if he slept in for too long… back when duty and country were as much a part of him as wing and talon.

 _Oh, to be young and patriotic,_ he thought wistfully, without even a trace of cynicism.

If Quill was to be honest, it was ponies like Speckled Band that truly gave Equestria hope for a better future. His was the kind of pony who would be willing to stand vigil when everyone else had long tumbled off to slumber. A soldier who would become a warrior when worse came to worse.

 _Perhaps these ponies have a thing or two to teach this old bird._ Quill smiled and relished the thought.

* * *

Gaining access into the royal castle was an all day affair that required an appointment, and even then it usually took all day. The guards manning the checkpoints were as thorough as a prostate exam, and just as pleasant. Though it seemed impossible for the crystal ponies -most the time all smiles and giggles- to have an evil bone in their body, it seemed to make no difference to the soldiers. They did their job, and did it mercilessly.

 _Can't say I blame them,_ Quill thought. _I'm just glad we left unarmed. Won't take long at all if they don't decide to search us._

Thankfully, the trio seemed to be an exception. They made their way post-haste past the final checkpoint, unimpeded and unhampered.

Maybe it was Speckled Band's presence that placated the soldiers. However, Quill had other suspicions. He was not ignorant of the uneasy looks that fell upon them, nor the murmurs that seemed to follow in their wake. Quill could barely hear any of it over the din of plate armor clattering about, but he hears them nevertheless.

It was to be expected, however. The royal guard was always in a huff when the griffin in black and his killer filly came a calling.

A quick peek at the filly to his back told Quill that all the chatter had done nothing to shake Speira's resolve either. She remained as reserved and stoic as ever.

 _Sticks and stones mean nothing to a brick wall,_ Quill thought with the ghost of a smile.

Thankfully, all the talk and sideways glances were left behind in the courtyard. Once past the great opal doors of the castle, any soldier they came upon patrolling the crystal corridors didn't so much as spare a thought for the two mercenaries. Maybe that was due more to the fact that Quill was within reaching distance of any of the passing guards' jugulars.

"You'll have to forgive them, manners are in short order among our ranks," Corporal Speckled said suddenly. Though he spoke softly, his voice seemed to echo.

 _At least we won't have to worry about one of those guards getting the drop on us_ , Quill thought. _Those tin cans could probably be heard all the way in Canterlot._

"But it's not just to do with manners, as I guess you well know." Speckled Band frowned. "There is much talk about the work you two have done these past few months. Some think it's just that: talk. Nothing more than rumors spread by loud mouths and bored tongues. Either way, you two have quite the reputation here."

Speckled Band seemed to grow wary now. It was as if he thought the silence between them might be venomous. Quill dismissed these fears with a wave of his talons.

"No need to apologize, Corporal. We are not deaf, but nor are we thin-skinned. It's simply another hazard of a sellsword's life."

Speckled frowned at that and Quill thought he might have more to say on the matter. The Corporal was cut short, however. Quill had heard the approaching soldier coming since Speckled Band had first started to speak. It seemed Speckled Band, so accustomed to the racket of clanking armor that he must be deaf to it, was not so fortunate.

As they took a hard left, the Corporal nearly collided with a gilded soldier. Speckled Band's reflexes were keen, it seemed, for he managed a quick sidestep that saved them both from what would've been a rather embarrassing tumble.

"S-sorry about that, C-corporal," the soldier stammered out, drawing himself up to attention. His hoof rose to his forehead in a salute so fast that Quill was sure he would have knocked himself out.

"Was in such a rush to the barracks that I didn't even hear you coming! W-won't happen again, I swear!"

This soldier could have been Speckled Band's senior by ten years. Yet, the way he spoke, one would've thought the poor guy had almost bumped into the captain himself, not a corporal.

"That's quite alright, Private," Speckled said, a hint of color burning on his cheeks. "At ease, for Celestia's sake."

The hoof that seemed practically glued to the Private's forehead reluctantly fell back to the floor. All four hooves now planted, the private wasted no time in making himself scarce.

Speckled Band watched after the Private for a moment, the color in his face subsiding now, before shaking his head and pressing on. Quill lingered for moment, waiting for the Corporal to get a few paces ahead before following. After that flush of embarrassment, Speckled Band was too out of sorts to realize he no longer walked two abreast.

Quill motioned to Speira and she was at his side in an instant.

"Tell me something, Speira," he whispered, taking great care not to be overheard, "Did that Private seem a tad bit… frightened?"

"He did seem rather strange now that you mention it," she answered, those sharp eyes never once leaving Speckled's backside. "Why do you ask?"

Quill shrugged. "I just think it odd that a private would practically soil himself trying to salute a corporal -a corporal so young, I might add."

There was silence between them, but only for a moment.

"You suspect something, don't you, Papa?"

Quill smirked. "Just a feeling, my dear, just a feeling."

That was as good of an answer as any. Speira made a note of this and decided to study the Corporal with even greater attention.

Her father wouldn't tell her what he was thinking, not at a time or place like this, so it was up to Speira to figure it out for herself. Quill would want this, she suspected.

* * *

Every hallway and doorway in that crystalline maze looked exactly the same to the untrained eye. Beautiful? Definitely so; the hallways were alight with the blue flames of the magical torches lining the corridors.

Confusing? Oh yes, but that was by design. Any invading force pushing it's way into the Crystal Palace would find themselves disoriented, lost, and well on the way to developing a massive migraine.

Quill had to admit, it was rather impressive. It took him five visits to finally understand the castle's layout. He suspected, however, that such a large construct was meant to hold a host greater than the one Princess Cadence and Prince Shining Armor currently possessed.

This left some parts of the place without much -if any- use, while other sections of the castle saw nearly too much. One such place was the castle's study. Shining Armor's study to be exact. This was their destination. Quill could've found his own way there with just the scratches and scuff marks left by heavy armored hooves.

 _Just like bread crumbs,_ Quill thought with a note of disapproval.

It wasn't long before the trio came upon a sour-faced, tree trunk of a stallion stationed outside a sparkling door. The only door they'd passed that warranted guarding.

"Corporal," the guard greeted, giving a quick salute. "I see you've got the Captain's… guests." Quill wasn't sure he liked the look that accompanied the soldier's words. Was he sensing a hint of contempt?

"At ease, soldier. Is the Captain ready to receive us?"

The soldier smirked ruefully. "He told me a few minutes ago to hold all other visitors 'cause something came up, but I'd say he'd thank ya big for barging in _now_."

Speckled Band grimaced, that bit of news none too pleasant for his pallet. "Another spat?"

"Yes, sir, and it's a bad one too. Wanna bet which set of furniture she breaks first this time?"

Speckled Band rolled his eyes. "You're relieved, soldier, go about your rounds as usual."

Quill and Speira shared a glance. _Take note my dear,_ he seemed to tell her. She pulled her cloak tight and nodded.

The soldier smirked again, tipping his head at Speckled Band. "You got it, Corporal. Good luck."

Speckled Band waited till the soldier had clomped off before turning to the mercenaries. "So, this may be quite the sensitive situation we're about to walk into. It would... be best if you waited here for the moment."

Understanding instantly what was happening, Quill nodded. "Don't worry, Corporal. Believe it or not, I understand far too well what it's like when a commanding officer's personal life bubbles over into the job."

That earned a sad little smile from the Corporal. "Thank you. I shouldn't be more than a minute or so." His tone didn't sound hopeful.

A few seconds later the Corporal was gone, opening the study door and slipping in without so much as a sound. Stealth was a premise that Quill had thought the plate armor knew nothing about.

 _Color me impressed._

Now alone, Quill looked at Speira once more. "See what I mean now, my dear?"

"I think so…"

"I know I've never taught you much about military procedures, but trust me when I say that a corporal doesn't usually have the authority to relieve a fellow soldier."

"Who does, Papa?"

"The soldier's commanding officer. In this case, that would be Sir Shining Armor, a captain _and_ a prince _."_

Understanding came to Speira at last. She couldn't help but gape.

"That's right! Didn't that stallion say that Shining Ar-"

"Remember your manners, Speira," Quill corrected her sharply, his eyes narrowing. "You may speak freely when we are alone, but who knows how many ears might be listening in right now."

Speira flushed and quickly apologized. Quill just nodded, bidding her to continued.

"Didn't that other stallion say that Prince Shining Armor ordered him to wait out here?"

"Aye, that he did. Now tell me, what is the question that you need to be asking right about now?"

Speira's eyes grew round. The question was already written clearly enough across her features for Quill to read.

"How can a corporal dismiss the orders of a Prince?"

Quill smiled in that eerie way all griffins do. "Aye, my dear, how indeed."

* * *

"I'm sorry, but... the fuck did you just say?"

This was usually Little Whisper's cue to give Alabaster a good smack to the back of his head. In that instant, however, she was just as floored as he was. The Mayor did flinch at the obscene language, but the delight of having something to take up her time besides paperwork far surpassed the shock of hearing a naughty word.

"It's just as I said, sir, you three must be the ponies that the sheriff from Appleloosa sent word about. He said I'd get some travelers arriving by train soon: a mare with a braided mane, a stallion with a mouth, and another stallion without a cutie mark. Unless I need to change the prescription of my glasses, I'd say you fit that description quite aptly, wouldn't you?"

"Well, you got us there," Whisper muttered, eyes downcast.

Alabaster took a step forward and dared to ask the question on all three of the travelers' minds. "What else did the sheriff say about us?"

Mayor Mare smiled sweetly. Maybe she sensed the tension pulling at the trio and was trying to set them at ease. Then again, maybe she simply enjoyed toying around with the new ponies.

"Oh, he told me a lot," she answered. Dread dropped like an anchor in Little Whisper's stomach, nearly making her knees buckle. Midnight, however, remained as impassive as ever. He started to think this was going to be a recurring theme with his new friends.

Alabaster chuckled, trying to hide the butterflies twitching nervously in his gut. "Really now? And… how much is a lot?"

"Hmm… let me try to remember…." The Mayor tapped her chin thoughtfully, her gaze wandering. "Travelers, not from Equestria, booted from Dodge Junction after an altercation with a mare and her bovine companion, apparently in dire need of a roof and a steady income.…"

She glanced back at the trio, her joviality growing rueful. "Does that all sound about correct?"

Alabaster sighed. "Sounds johnny on the freaking spot. Should we show ourselves out or do you want your goblin to do it for you?"

 _What's the point in courtesy?_ Alabaster figured. _No one gives a damn if you burn down a bridge already toppling._

In that moment, Alabaster, Little Whisper, and Midnight Dreary knew and felt only defeat. Yes, their time in Ponyville had been short -horribly, horribly short.

Yet, in just the quick walk through town, Little Whisper had seen enough to give her hope for a better future. She remembered the strange and enthusiastic carrot farmer that had greeted them outside the train depot, the elderly mare who had treated that cute colt with an apple, and even the built stallion they had passed on the street who had given them nothing more than a nod and a smile.

Whisper couldn't deny that there was an infectious energy that passed through the ponies of this town like an electrical current. She had begun to dare that this untimely little town would be the start of a new life. An Equestrian life.

Of course, she would never say so much to Alabaster. He would've laughed and said that she was just ready to get off the road for once.

"Goblin!? I beg your pardon!" The trio nearly lept out of their hides. They whirled on their hooves to see the ever so charming Sugar Cube in the doorway. Hovering before her, enveloped in a layer of green magic, was a steaming mug.

"Miss Sugar, is that for me?" Mayor Mare practically cooed. "Oh dear, you shouldn't have!"

Sugar's eyes flashed threateningly at Alabaster before gliding back over to Mayor Mare. "I know how dozy you can get after signing papers. Thought I might bring you something with a little life in it."

Sugar pushed past the travelers, the look she shot Alabaster suggested that she had a few more things to say, but thankfully for everyone she decided to keep them to herself.

Mayor Mare took the mug in both hooves, beaming like a foal on Hearth's Warming.

"Hmm. I can't tell you how good this looks right now! But tell me… does it have a… a little extra love in it by chance?" She asked, winking mischievously.

"Why of course, Mayor." The faintest hint of a smile teased at the corners of her lips -this in itself was scary enough to startle the trio yet again. The secretary levitated the mug over to the Mayor before joining her side, standing at attention. Alabaster had seen a guard dog stand next to its master in a manner quite similar to Miss Sugar's.

"Forgive me," the Mayor said, her demeanor growing professional once she blew on the mug, "I do love my hot beverages."

This earned a brief snort from Sugar Cube, which Mayor Mare curbed with a curt glance. Whatever the joke was, it was lost on the travelers.

A genial smile returning to her face once more, Mayor Mare continued. "Now, what were we talking about? Sorry, my mind can be so fleety."

Alabaster pointed to himself, Whisper, Midnight, and then motioning towards the door.

"Oh! That silly nonsense about throwing you out. No, no, no, that won't be necessary. We have to talk about your stay in Ponyville after all."

There was a long pause at this. Alabaster squinted at the Mayor, feeling as if he was looking at her over some great chasm, while Whisper only gaped. One of Midnight's ears flicked and twitched in agitation.

 _Are we getting kicked out or not?_ The thought was an unsung harmony in each of their heads

"I'm sorry, Mayor," Alabaster started, "But I feel like I might need to rephrase an earlier question."

"Please don't!" Whisper shot out, looking first from Alabaster to Mayor Mare. By the time her gaze found Mayor Mare, Whisper's initial shock had been beaten down and was replaced with a cool, calm collectiveness.

Whisper's "bureaucrat face", as Alabaster puts it.

"You'll have to forgive my friend here, Mayor, things haven't exactly been… easy for us. He tends to be a bit..." Whisper was reaching now. "Overly emotional at times."

Alabaster grumbled something under his breath, but at a glance from Whisper he quickly apologized.

"Please," Mayor Mare raised hoof, "There's no need for that! I've heard plenty to know that you three haven't exactly been treated like royalty."

When the trio continued to stare at the mayor with raised eyebrows, Miss Sugar tacked on, "Perhaps you should get to the point, ma'am, this lot doesn't seem particular to jokes."

"Jokes?" Whisper echoed.

"Well, can you blame me?" Mayor Mare said, pouting to her beloved assistant. "When you spend all day signing papers, stamping papers, and filing papers, you darn well nearly become like paper yourself I need something to quicken the old wit of mine!"

"Trust me, I know full and well," Sugar grumbled, deciding this was a perfect time to take her leave before she let something else slip -something that might actually stir up the even-tempered mayor.

"Thanks again for the hot drink, Miss Sugar," Mayor Mare called out, cut off by a slam as the office door was kicked shut.

"I tell you," the mayor said, turning a wild grin to her visitors, "That mare needs to get drunk, laid, or both. There's only so much I can do for her."

 _You know_ , Alabaster thought, massaging his temples, _I know I can't say it, but Whisper can't stop me from thinking it: What the actual shit is going on!_

Whisper glanced at the door for a moment before looking back to the mayor. "I'm sorry, Miss Mayor, but-"

"Please, just call me Mayor!"

Whisper stared at the older mare for moment before realizing that this hadn't been a joke; that goofy smile she wore was too sincere to be joking.

"Right… Mayor… forgive me for being so blunt, but… what's going on?"

"Yeah," Alabaster added, "Are we staying? Are we going? I'm feeling a little too _emotional_ to deal with this level of fuckery."

Alabaster grimaced at his own choice of words, and it was probably that grimace that stayed a reprimand from Whisper.

Mayor Mare chuckled and motioned for Alabaster, Whisper, and Midnight closer. "Please, I assure you that I'm not sending anypony out of my office… unless it's Miss Sugar when she asks for a raise again. Now, pull up a chair, please. We have _much_ to discuss."

* * *

There were plenty of comfortable chairs in Equestria, hundreds even. Unfortunately, their existence was mute within the realm of Ponyville's mayor. No matter how Midnight turned, or scooted, or adjusted himself in the rigid thing, he just couldn't quite get comfortable. His relentless squirming ended when a sudden movement produced a loud, flatulent sound. Midnight fell still as three sets of eyes fell on him.

"You alright there, buddy? Alabaster asked, smirking. Midnight slumped in his seat and muttered something that sounded like 'It was the chair, I swear'.

Mayor Mare cleared her throat. "Well, now that we're all comfy, how about we get down to brass tacks? Unless anypony has a question-"

"Actually, if you really don't mind, I got something I'd like to ask first."

From the surprised look on the Mayor's face she hadn't actually expected anyone to answer her rhetorical. However, she was quick to recover.

Giving a polite smile and nod, she said, "Of course, go right ahead, Mr… I'm sorry, I'm terribly slow at learning names."

"That's fine. Name's Alabaster."

Whisper turned restlessly in her own chair as she watched her friend. The look of unspoken promises of head slaps and scoldings, which is what Alabaster had been expecting when he spoke up, was instead replaced with a silent plea.

 _Please think about what you're about to say, Al. Don't screw up our one miracle …_

Perhaps Alabaster had sensed these thoughts, for he gave Whisper a little wink. Something to assure his friend that he really was trying to learn from past mistakes. Then, all at once, Alabaster was all business. He sat a little straighter in his chair now, that good humor reserved for his dearest friend melting away to cold calculation before the Mayor's eyes.

"Let me start off by saying that we appreciate you not having throwing us out the moment we came waddling in, we really do." Whisper and Midnight nodded in agreement. "That said, I have to ask… why?"

Mayor Mare raised an eyebrow. "Why?"

"Yeah, why? At Dodge Junction we were tossed out on our flanks simply for letting it slip that we weren't from Equestria." _Me acting like dick didn't help our case none._ "Though we did have the benefit of running into a sheriff with a conscience at Appleloosa, he still told us that it would be in our best interest to keep moving before people started to ask questions -said they wouldn't feel none too happy about our lineage either.

"So why you? Why Ponyville? I've heard that the grass is greener farther on down the track, but I'm pretty damn sure there's more to it than just the topography."

Mayor Mare's smile fell and was replaced with something Alabaster hadn't been expecting. Remorse.

"Oaky told me a bit about what happened at Dodge Junction, and about how rabid Rhinestone was when he phoned the Appleloosa office. Oaky said that the poor bugger might have riled a posse together and risked the desert to chase after you if he hadn't convinced Rhinestone how foolish that would be."

Anger sickled between Alabaster eyes at the thought of that bastard sheriff, but quickly winked out. What was the word the Mayor had just said? It was foreign to the pegasus.

 _Phoned? The hell does that mean_. That didn't matter right now. Alabaster pushed the thought away and redoubled his focus.

Mayor Mare's eyes had begun to drift. She sighed and continued. "It pains me that that was your first experience with Equestrian hospitality… though, I doubt you'd call such a display hospitality. But to better answer your question, that's because I've always believed that everypony should be given a fair chance at life in Equestria.

"Friendship _is_ the very tenant our country was founded upon. Doesn't seem we would be paying our foremothers and fathers the proper respect if we just ousted any pony simply because they are different. I suppose you could say I'm just trying to do my bit to make them proud."

The mayor took a long drought from her mug before continuing once more. From the twinkle in her eyes, Whisper guessed that the Mayor could've kept on talking about home and country for some time.

Instead, Mayor Mare set the mug back down and restrained herself with a tug of her tie. Alabaster could have sworn he had smelled something on the mare's breath other than coffee, something that made his tongue tingle and his forehead break out in a cold sweat.

 _Why do I want a drink all of a sudden?_

The Mayor cleared her throat, a tinge of color now splotched across her cheeks. "Forgive me. If I don't curb my tongue now, it's likely to run loose from me." Whisper guessed right.

"Now, onto more pleasant topics."

That cloud eclipsing her demeanor moved, and now she was just as sunny as before. "Like your new life in Ponyville! We'd best get onto that immediately. There's a lot we need to cover and not much time to do so."

The Mayor's grin was infectious. It wasn't long before she had Little Whisper doing it too. Even Midnight was smiling, though, it was small enough that none would notice it.

And Alabaster? He hadn't shown any note of emotion other than curiosity, but Whisper only need to look at him to know there was more to the stallion. She could see Alabaster had finally dared to believe that they had finally found a place to call their own.

* * *

The Mayor wasn't lying. There was much she needed to cover, and she did it with such speed that it nearly sent Alabaster and Midnight's heads spinning. Whisper managed to keep pace with the mare well enough. She nodded periodically, making mental notes here and there as the conversation progressed.

Turns out, the three travelers weren't the first outsiders that the mayor had helped integrate into Ponyville life.

"Are you serious?" Alabaster broke in hastily, an optimistic grin splitting his features. "There's others here? Others not from Equestria?"

"That's right," Mayor Mare said, happy to see such enthusiasm. "No more than ten, if my memory is correct. Most are ponies from northern cities like Detrot or Manehatten. Since all this construction started, Ponyville just hasn't stopped growing. Capable hooves have been in great demand these last few months, and what better way to fill that demand _and_ hold true to Equestria's policy on friendship than to help others without a home?"

Now it was Little Whisper's turn to speak up.

"So, are you saying that ponies around here are okay with living with foreigners?"

Mayor Mare's own enthusiasm dwindled a bit at that, but for no more than a second.

"I… wouldn't exactly say that. It saddens me to say that quite a few of Ponyville's citizens are more than hesitant when it comes to trusting outsiders. Heck, you should've seen how they treated a local refugee taking up residence in the Everfree forest some time ago."

The Mayor flushed, and this time it wasn't because of her drink. "It's embarrasses me to say that it was none too pretty…."

Alabaster cocked an eyebrow. "So what, then? Have you just been lying about where these ponies came from?"

"Yes! That's exactly what I've been doing!"

"Oh…" Alabaster blinked a few times, scratching at the back of his head. "Well hell, guess that'd work."

"Quite so!"

The trio studied one another, chewing on the mayor's words with wide eyed speculation. However, it was neither Little Whisper nor Alabaster who posed the next question.

Midnight Dreary spoke for the first time in what felt like ages, his voice sounding almost alien to himself. "If you don't mind me asking, ma'am, but how do you go about something like that? Isn't it… I don't know… difficult?"

Mayor Mare seemed all too happy to answer the quiet fellow - judging from the way her eyes fluttered, a little too happy. However, another beat her to the punch.

"With great care, complete vigilance, and a little bit of help."

The Mayor almost glowered as her secretary reentered the room. She didn't take to being cut off, it seemed.

"Miss Dandelo has been informed of our guest's arrival," Sweets continued, unabated, "and she is making all the necessary arrangements as we speak."

Midnight's brow furrowed, rekindling the Mayor's enthusiasm. "It's just as Miss Sweets said, but the 'little bit of help' is what _really_ goes a long way. We have a hoofful of ponies here in Ponyville, Miss Dandelo being one of them, who are quite eager to help foreigners such as yourself."

"Well, perhaps not as eagerly as you, ma'am."

"Eh… point taken. Anyways, we can get to that. Right now, what we really need to talk about is-"

And like that, Mayor Mare shot off like a runaway rocket. Little Whisper and Alabaster did their best to keep pace; there was so much to take in, and all of it was being chucked at them.

Midnight, however, found his mind wandering.

The Mayor talked too fast, every chunk of information he tried to swallow almost ended up choking him. Instead, his eyes glanced to the furthest corners of the room, to where small slivers of shadow managed to cling to existence.

Transfixed, a bit of morbid curiosity began to nag at Midnight. If he should close his eyes right now and listen, _really_ listen, what would the shadows of Ponyville have to tell him? The fear of voices heard days prior urged him against it.

But what was this?

Something deep down in his gut refused to let Midnight dismiss the notion. It told, begged him, to just close his eyes and to listen.

To _LISTEN…_

"Are you alright there, buddy?"

Time and location had snapped back into place around Midnight like a rubber band. Suddenly he was no longer looking at the shadows, he was looking into the eyes of Miss Sweets and the mayor. They watched him, one impassive and the other concerned. A quick glance to the right and he saw that his friends were staring at him too.

"I-I'm sorry," Midnight stammered, "Were you talking to me?"

It was Alabaster who had addressed him a moment ago, and it was Alabaster who addressed him now.

"Yeah, I asked if you were alright. You looked a little glassy-eyed there for a minute. Thought maybe you had drifted off."

Over Alabaster's shoulder, a rather worried Whisper could be seen peering around.

"He wouldn't be the first," Mayor Mare answered, much to Alabaster's surprise. "Miss Sweet's here has said a time or two that I tend to prattle on." The slight nod from the secretary went unnoticed.

Mayor Mare smiled apologetically. "I'll try to keep everything to its meat and bones, then. You three must be tired. The train ride from Appleloosa is a long one."

And to the Mayor's credit, she did. Any straying thoughts or words were culled easily enough with Sweet's assistance. Midnight got another questioning look from his friends, but an apologetic smile seemed to placate them for the time being. Besides, it wasn't like the Mayor was giving them much of a chance to dawdle.

This time Midnight took great care not to let his mind wander. He needed to pay attention, for both his friends' sake and his.


	16. Chapter 16: Soldier and Princess

Speckled Band stood outside the study door for a moment, wrestling with his courage. He didn't want to press forward -couldn't- knowing full and well what lay beyond. Yet, how could he turn away and hope to come back later? The sellswords were at his back, watching him with keen eyes that saw far too much.

 _Enough_ , he told himself. _You're acting like a colt who's about to walk in on mommy and daddy. You're a soldier, damn it!_

One shaky breath later, and Speckled Band still hadn't found the steel to face what lay ahead. However, that didn't stop him from reaching out and turning the doorknob. Where courage failed, duty took over.

Under normal circumstances the Corporal would have knocked and waited to be called in. These were not normal circumstances, and he figured the Captain would understand.

The study was immaculate as always: a marble floor polished till it shone like fine china, volumes of old text cradled in ivory shelves, and a lavish gemstone desk near the width of a stagecoach.

Speckled Band, with his mottled colored coat, always felt like a blemish when in the study. His unease was forgotten as he laid eyes on the fuming princess pacing before the great desk. Tired eyes ringed with dark circles shot daggers at the stallion slumped over the armchair across from her.

"Can we not at least discuss this, Shiny?" the princess asked, her tone somewhere between pleading and demanding. "Celestia needs to know that things have gotten worse, that we can't even send out a supply train without fear of it being attacked!"

Princess Cadence batted away a few threads of mismatched mane that had fallen in her face, but remained indignant and unmoved. Speckled Band had seen that look before, and not just from the fair princess. Echoes of his mother ordering him to clean his room drifted from memories long forgotten.

 _How can a mare make a stallion feel so guilty and so worthless at the same time?_ Then, a bit more sardonically, he thought, _Woe is us, woe is our injustice._

The figure lifted it's head, and spoke in a voice nearly hoarse. "I hear you, Cadance, I really do. But I'm telling you that… that it isn't possible…"

Princess Cadence appeared as if she had just been struck. "Not possible? How's that not possible? Send a letter, tell her what's happening! I know it won't just solve everything, but maybe she'll at least send some troops from the Guard-"

"What Guard, Cadence?" The shell seated at the desk was lit with energy anew, though not the kind Cadence had been hoping for. "I'm telling you, there's no Guard left to deploy. Most are stationed in Detrot and Manehattan, trying their best to keep the peace. Ponies are scared and hurting each other in the mainland."

"Ponies are scared and hurting each other here! Just look to the west! You heard what Snow Dew said. Bandits are all but picking those small hold towns dry! How long until those criminals get brave enough to try the Crystal Empire? Until it they try to hurt the ponies _we_ swore to protect?"

"Maybe a year, if reports are to be believed. From what we've heard, the attacks have started to get rather bold lately."

Princess Cadence took a step towards the desk. Desperation was written in fine letters across the mare's fair features. Desperation and agitation. It was not a look Speckled Band was used to seeing on the usually composed noble pony.

"And do you believe those reports, Shining Armor?"

The Captain sighed. "I believe it'll happen sooner."

"Then why not ask Canterlot for help? Why keep quiet?"

"That's what I'm trying to make you understand, love. The Guard is spread too thin, the Scholars never see farther than their libraries, and all of the noble houses are afraid of losing their silver spoons the moment they leave their cities.

"We don't have the might to ease the smallholders. Right now, however, Equestria needs to focus its resources on strengthening itself for when things finally come to head, not wasting itself on a bandaid solution."

"Bandaid solution?" The princess actually seemed offended by this. "I can't believe you-"

Speckled Band would have cursed himself had he only the time. Yes, in the heat of their argument the royal couple had failed to notice Speckled's sudden intrusion. They even missed the light ***click*** of the door closing softly behind him. It was by some ungodly force, much like how parents knew the face of a guilty child, that Princess Cadence and Prince Shining Armor detected Speckled Band as he stepped forward. The Corporal refused to let himself shrivel as two sets of eyes turned upon him.

Speckled Band cleared his throat. "My apologies, your majesties, I didn't mean to intrude, but I… knew you were waiting for me, Captain."

The Corporal hoped -hoped against hope, in fact- that he saw a hint of gratitude in Shining Armor's smile as he nodded. "That's right, I'd nearly forgot. Cadence, I-"

"Don't." The single word seemed to cut through the Captain's resolve like a saber.

The anger and desperation in the princess's expression had melted, making way for something that neither Shining Armor nor Speckled Band were prepared for: sorrow. Tears did not fall -a princess would never cry before a soldier- but they still glistened in Cadence's eyes, nevertheless.

"I know you have things that need your attention," Cadence continued, both stallions relieved to hear the softening of her tone. "Heck, we both do. But I'm not done with this, not by far. I'll see you tonight, dear, if you don't sleep here again…"

With that she started off, only stopping when Shining Armor called her name. She paused and turned to him, now standing where Speckled Band had when he snuck into the study. It seemed as if the couple was miles apart as they looked at one another.

"I understand why you're worried, honey. I'd be lying if I said I wasn't… but, I ask that you at least think about what I said right now. Think about it before you do something hasty, okay?"

How odd the two of them looked in that moment. Shining Armor was smiling encouragingly, though the smile appeared thin and worn on his tired face. Meanwhile, Cadence's face remained a stonewall, shielding the pain that was there only moments before. How Speckled Band missed the tenderness that Princess Cadence was known and beloved for.

"I'll think about it," was all Cadence said before spinning about-face. The door lit up with her magic as it opened and she let herself out.

Speckled Band watched wordlessly, mouth agape, until the door had slammed shut behind the princess. Once alone with his superior, he found his tongue no longer glued to the roof of his mouth.

"Forgive me, sir," Speckled Band said quickly, "The private stationed outside said it was bad, but… well, I wasn't expecting this…"

Captain Shining Armor did not say much for the next few minutes. He only rubbed at his temples and drew in great, calming breathes.

"It's quite alright, Corporal. Celestia forgive me for saying this, but I'm glad you came when you did. Though I hate to see Cadence leave in a huff, something tells me we would be back and forth at each other for hours. Now, you tell me what that would have solved."

Speckled Band shrugged. "I guess… nothing?"

"Nothing indeed, except that maybe the bed would be that much colder tonight…"

Shining Armor's chin dipped low to his chest, as he were simply nodding off. The captain was exhausted, and yet, the haunted look in his eyes suggested sleep would be the farthest thing from Shining Armor's grasp. Speckled Band would've given all of his strength, every ounce, if only to lend it to his mentor.

Perhaps sensing this, the pony behind the desk straightened himself. When Shining Armor raised his head once more, Speckled Band could see that there was still plenty of fight in the buck after all. The proof was the resolve in his smile.

"Well, I'm assuming that Quill is with you then," he asked, glad to have a change in topic.

Speckled Band nodded. "Yes, sir, and his daughter too."

There was a flicker in the Captain's eyes. Perhaps Quill, with his ever invasive eyes, could have identified what that brief flush of emotion was. Speckled Band, on the other hand, could not.

"Well, my friend," that smile grew, "Wouldn't you say we've left them waiting long enough?"

"Yes, sir. I'll fetch them right away."

"Thank you, Corporal."

* * *

When the knob to the study turned, Quill had been expecting the Corporal to step back out. Hell, Shining Armor seemed more likely than the pink head that poked out, or the lithe, pink body that followed.

"Your Highness, what a pleasure!" Cadence froze at Quill's greeting, looking like a deer caught in a spotlight. Perhaps the gazes of a feathered killer and his murderous protege felt like a spotlight to the usually gentle princess. She was not used to keeping company with such a stock.

Despite her surprise, however, Cadence never forgot her manners. Those wide eyes became soft and the corners of her mouth turned upward into something that passed as a smile. Quill had to give her credit, had he been anyone else then maybe she would've fooled him. _If nothing else, at least I can trust pony royalty to lie properly._

Cadence returned his greeting with all the warmth of a summer breeze. "Sir Quill! What a pleasure it is to see you again!" _Point proven._ "And your daughter as well…"

That smile twitched, fighting so hard not to falter. The princess tried her damndest not to look twice at the filly, lest her displeasure show.

Quill didn't blame her discomfort. He's heard the grisly tales floating around about his angel. Though he truly believed that she was simply misunderstood by soldiers far inferior than she, Speira did tend to live up to the expectations of those brutal stories.

"I'm guessing you two are my husband's four o'clock?"

"That's right, your highness." Then, quickly, Quill added, "I hope we didn't interrupt anything? I know royal business is hard enough without a couple of dusty drifters mucking it up."

Cadence waved the statement off, as if it was the farthest thing from the truth. "Of course not! In fact, your timing couldn't be more perfect. We just finished discussing a few details about our traveling accommodations to the Landsmeet."

From the way the regal alicorn's feathers were ruffled, Quill doubted that very much. Likely she and Shining Armor were discussing something heatedly.

 _Or maybe they were having a nice rut on the royal desk,_ Quills thought scolding to himself. _Whatever it is, it's no business of yours._

"That's good to hear," Quill said, despite himself. "It's rumoured this Landsmeet is going to be quite the occasion, one for the history books."

Cadence nodded, but already Quill could tell her mind was elsewhere. "I've heard much of the same. And though I'd love to talk more on the matter, I'm sorry to say that I'm leaving one meeting for another. I really must be going."

"Please," Quill took a step sideways, Speira following suit, "Don't let us keep you. I'm more than sure business will put us in each other's way again. Perhaps then we might palaver some more."

Though Cadence still smiled warmly, Quill could tell in the shift of her posture that that hadn't sat well with her at all.

"Yes… how I do look forward to that…"

A few more pleasantries were exchanged: a bow from the sellswords, a nod of gratitude from Cadence, and then a quick fair-thee-well.

Quill and Speira watched after her for a moment, the sound of her hooves echoing like rolling thunder in that tight crystal funnel, before they turned to each other at last.

"She doesn't like us, does she, papa?"

Quill's beak clicked a few times as he searched his daughter's face. The older sellsword had to admit that he was quite impressed when he found only a wall staring up at him.

"Yes, my dear," he finally answered, "It appears so."

"It's me, isn't it? I noticed how she kept glancing at me, but wouldn't really look me in the eyes. I make her uncomfortable, I think."

There was still nothing in that young, sweet face of hers. _The girl learns quickly. I haven't lied to her yet, so why stop now?_

"I think so too, though I'm sure I'm not exactly a sweet summer dream for such a lovely princess… tell me, are you offended my dear?"

Speira shrugged. "I don't really care, papa, I was just curious. The looks she gave me are no worse than the ones the soldiers give us." She thought for a moment, then added. "She's better, in fact. At least she acts nice to you."

There was a brief swell of pride, but Quill swallowed it. Instead, he nodded.

"Just remember, Speira, that disdain hidden is much more unpredictable than that presented openly… however, I can't see Cadence having enough meanness in her for _disdain._ "

Speira said "Yes, papa," and nothing more.

A minute passed, a minute spent in total silence, when the door opened once more. A familiar head poked out, no longer wearing the helm that it had donned for the past hour.

"The Captain's ready for you," Speckled Band said, looking horribly young with his long, azure mane now flowing freely. "Please, come in."

 _A mane that long should drive a commanding officer insane,_ Quill thought.

The mercenary glanced at Speira -saw that she was already looking up at him expectantly- then moved forward to lead the way.

* * *

The air smelt of marital dispute. Quill could pick up that odor anywhere. Nothing left a room smelling like despair and anguish than an angry wife.

As the three of them entered the study, they found Shining Armor not at his desk. At the opposite side of the room was a wingback chair seated behind a coffee table. Positioned on either side of the table were three of the chair's siblings.

"Wonderful evening, Sir Grimfeathers," Shining Armor said. He was the first to actually greet them that day with earnest enthusiasm. "And a good evening to you too, young miss. How lovely you look today."

Speira gulped and glanced away. Despite the obvious wear and tear of his office, the Captain was still quite the dashing specimen of a pony. It seemed that not even cold-blooded fillies were immune to the killer charm of a prince.

"A wonderful evening, indeed, your highness," Quill said back.

"Please, how many times do I have to tell you that you don't need to call me 'highness'?"

"Probably as many times as I've said not to call me 'sir' or 'Grimfeathers'."  
The two shared a laugh. How good that laugh felt to the tired soldiers, how cleansing. It was as if one's sinuses had been cleansed after a long, agonizing summer.

Still smiling, Shining Armor motioned to the chairs opposite of him. "Please, sit. There's many things we need to discuss."

The mercenaries, nary a look between the two, did as they were bade.


	17. Chapter 17: Benevolence and Reverence

Though they sat opposing each other, the mood of the grand study was not rivalrous in the least bit. It was quite the opposite, actually. The youthful captain regarded the seasoned warrior with near reverence. Quill always found Shining Armor's respect for him flattering, though a fair bit misguided.

 _Poor lad doesn't have the Princess to hold his hoof anymore, and now he's getting a taste of how foul the world can really be._ Quill almost grimaced at the thought. _Just bite back your pride and help the boy however you can, you old bird. Your judgements do nothing for either of you._

To Quill's left Speira sat dutifully, just as alert and just as watchful as ever. Her eyes occasionally scanned the room, taking in every detail of the room. What she was trying to do was notice anything different about this place from her last visit. Eventually her gaze would stop upon the book laying on the table separating the pairs. A double edged sword -one side of the blade gilded and the other dark as obsidian- was embroidered on its hardcover.

 _What a pretty thing,_ she had thought, almost absently, before turning her mind and attention to the stallions seated before her.

Much like the teachers, the students were seated across from one another. And Speckled Band _was_ Shining Armor's student, Quill was almost certain of it.

Quill couldn't exactly say how he came to such a conclusion, but it just seemed right. Someone in Shining Armor's position needs someone to trust - someone other than his wife, anyways. The captain needed a loyal soldier who would stand by him no matter what, not out of respect of rank or duty, but out of love.

 _And Speckled Band does love him,_ Quill thought, glancing at the corporal momentarily. _I can see it whenever his eyes meet the Captain's… It's a look I've seen far too often from Speira._

"I hope your stay has continued to be comfortable," Shining Armor said, flashing a smile that would have charmed serpents.

Quill thought of the Speckled Gem, with it's rock hard bed that left Quill's lower back stiff and its boisterous clientele which often kept Speira up late at the late hours of the night, and answered as truthfully as he could.

"It's just as it always is."

Shining Armor nodded approvingly. "That's good. I'm sure it must be quite the hassle to find decent lodging lately."

"Nay, not here. Though not many accept us with open hearts, they dare not shut their doors to me while my coin purse is full."

Though the smile remained, there was a touch of melancholy in Shining Armor's voice. "It hurts to hear that's what it takes to make ponies hospitable…"

"Well, better to pay in bits of gold than bits of flesh and feather. The places we've been, a purse full of gold is a purse full of problems. Especially for a griffin." Speira nodded dolefully.

"Don't get me wrong, though," Quill added. "We've appreciated the business you've shown us these past months. It's kept us housed and fed."

This did not seem to ease Shining Armor, however.

"Still… I'm watching alienation and violence grab hold of my country, Lieutenant-" the title was a sandspur that Quill tried his best to shrug off.

"Day by day, hour by hour, it spreads and it spreads. Today's reports will be tomorrow's nightmares… Celestia knows I won't be getting any sleep _tonight_ …"

Something unexpected happened before the mercenaries, something neither of them had expected. With each word, Shining Armor's geniality and composure crumbled in on him. His brow furrowed 'till it seemed like canyon carved upon his forehead, while the sadness in his voice pulled and tugged at his features.

Quill had noticed the bags under his eyes a moment ago, but what commanding officer didn't have bags under their eyes? And a commanding officer that helped govern a city to boot? But now Quill saw that this luggage was heavy, heavy enough to give the young stallion a bad neck if he wasn't careful.

This was Shining Armor as he really was, before Quill and Speira had been shown in.

 _How well you hid yourself,_ Quill thought. _How well indeed. Perhaps being raised in the Equestrian upper-class has done you some service, Shining Armor..._

Though it pained Quill to, he said nothing. If Shining Armor had needed comfort, he would have called for Princess Cadence, not two sellswords.

"Sir…" The word was no more than a mutter, yet it almost seemed to echo over the table because the silence was so dense. Shining Armor looked to the Corporal, though he was the only one. Quill sensed what was about to happen and knew it was none of their business. Averting his gaze, he glanced at Speira. Thankfully, she returned it.

Before Shining Armor could speak the question in his eyes, Speckled Band touched him with a comforting hoof. It was not a gesture fit for a commanding officer and his subordinate. But for a friend and equal?

"You don't need to get into this, sir, not now and not with them." Quill cracked a smile at "them", but quickly loosened it. "It doesn't seem right to talk about such things in front of… guests."

In all of Quill's time, he had never heard a soldier of lower rank address a superior so kindly. It was becoming clearer and clearer to Quill that Speckled Band was more than just a Corporal.

Shining Armor patted Speckled Band's hoof. "There's no need for any of that, Speck. Besides, I don't take Quill for a fool." Then, to the mercenary himself, he added, "You can probably tell I'm not well off right now. Those tack-like eyes of yours miss little, don't they?"

Quill was polite enough to allow himself a flush. "They are quite keen, yes. Most tiny details I pick up out of experience, however."

Quill found himself surprisingly put off by Shining Armor's directness. To show such a side of himself, and to a griffin no less, seemed almost blasphemous to the old Wing Guard in him.

 _What did we do to earn the trust of some hatching, Equestrian stooge,_ that sulky, steely thing wanted to ask. The warrior he was, shaped and molded by some of the coldest and most ruthless claws to ever taste blood, wanted to writhe in revulsion at the prince's hospitality and concern. The warrior he had become, however, had come to rely deeply on this unexpected friend and cherished the temperance to his spirit.

"I'm not sure what kind of reassurance it would give you," Quill said, "But my ears are always open to you, Shining Armor, should you ever find that you need a few more."

Shining Armor smiled, the weariness written there upon his face replaced with a slightly happier expression

"I appreciate that, I really do." Quill could tell that he meant it too. "And perhaps I'll take you up on that offer... sooner than you think, in fact."

"Oh?"

Shining Armor nodded. "There are still some things I must figure out for myself first, as you may know."

As a matter of fact, he did. Quill understood that Shining Armor valued his opinion, yet didn't want to become ruled over by it.

 _If only he had been better equipped, though, I'm not sure what part of Guard training could prepare a pony for ruling a province while still helping manage part of the country's military._

"Anyways, that's enough sulking for now, I think," Shining Armor continued, some of his usual confidence reasserting itself. What a quick turnaround, Quill had thought. "Turns out I need your services yet again."

"Ah? Another job? And so soon, too?" Quill smiled, allowing his talons to drum rhythmically upon the arm of his chair. "You're far too generous with your patronage."

Speckled Band eyed those talons. _Perhaps you're too generous, Captain,_ the Corporal thought. Fear nagged at the back of his brain as he studied those sharp, deadly things. _Did they look… thirsty?_

"What nobel pony shall we be escorting this time?" Quill inquired, genuinely released. He had surely suspected that Shining Armor wanted to discuss the bodies littering the main road.

Shining Armor returned his smile, a subtle twinkle of mischief barely missed, and touched his chest. "Why, that would be this noble pony here, sir griffin."

Up until this point, Speira had seemed otherwise uninterested in this little meeting of theirs. Quill knew this for the ruse it was. Though the filly glanced about the grand study, seemingly more taken by the volumes reaching up to the ceiling than the talk of adults, she always had an ear tucked into Quill's and Shining Armor's conversation. Now, however, her attention turned to them in full, along with her wide eyes.

"That right?" Quill sounded mildly interested, though this was more to keep his own bewilderment at bay.

"Indeed. As we speak, a convoy is being constructed. Well… two convoys in fact. I'd like to hire the two of you as security for one of them."

"A convoy, you say…"

Quill fell silent. Three sets of eyes moved to meet his face, to see what might be written there. As usually, he was a blank slate. Speira knew he was thinking, and thinking hard. His thoughts held the presence of an amassing thunderhead, brooding and slightly scary, yet completely intangible.

"I'd assume our destination would be Canterlot," Quill said after a moment. "The Equestrian Landsmeet is less than a month's time away, so I couldn't see you amassing the resources for a trip elsewhere."

"Astute as always," Shining Armor remarked rather amiably.

 _Oh, you have no idea…_ The arrogant thought danced around Quill's beak for a moment before he swallowed it, his pride a bitter pill that always left a sour taste in his mouth.

When Quill continued to sit and ponder in silence, Shining Armor felt his high spirits begin to falter. Perhaps with all the time he had spent with Quill, some of those keen powers of observation he admired so much were beginning to rub off on him. Shining Armor had the strangest inkling that something was amiss to the feathering mercenary.

"I hope you don't mind a few questions," Quill said at long last. "We're interested, of course, no doubt about that -royal gold goes a long way for a pair of sellswords like us- however, we'll need to know more about the affair before we accept."

"Of course. That's only fair." Then, Shining Armor turned to Speckled Band. He whispered something into the Corporal's ear. It would have been nothing for Quill to eavesdrop, but he decided to stave off his curiosity in the name of courtesy.

Speckled Band seemed to straighten in his seat. How much more attentive he seemed with Shining Armor's lips in his right ear. Then, back to Quill, Shining Armor said, "Fire away."

"Well, I'm mainly puzzled as to why a convoy. I understand railroads don't run much farther than your Crystal Empire, but we both know they do towards the Equestrian inland.

"I know it's my not my place to ask, but why risk the perils of the road at such a time? It… simply makes me wonder."

"Would you believe me if I said that I just prefer the solemness of a stagecoach?" Shining Armor answered, a touch sardonically.

"Not in the least bit, I'm afraid. You seem to be a pony above such trivialities. I only ask so that Speira and I are prepared for anything… unruly…"

Quill's thoughts had turned to the small band of marauders they had left to rot. Such nuisances were starting to become the norm for the frozen roads of the north. There were even rumors that the wagon of a small-time business owner hauling raw gemstones was knocked over only a few miles out of Detrot. Quill knew that the young prince was brave of heart and strong of stomach, but he didn't think Shining Armor was feathered of brain.

The sideways glance the Captain received from Speckled Band told Quill everything that he had needed to know. There was something amiss about this job, something Shining Armor wasn't telling them. Perhaps it was even something dangerous.

Shining Armor cleared his throat before speaking. "There's no need to worry, you're right to ask any questions you may need. I wouldn't want the two of you unprepared for anything, should you accept that is."

 _Why do I feel that you're not about to comfort us? Why do I feel that the grim look in your eyes has nothing to do with the obvious sleep you're missing?"_

"The truth is-"

"Sir!" Speckled Band should've been reprimanded for his sudden outburst, but Shining Armor only set him back in his place with a single, saddened look. This brief interaction between the two spoke waves to Quill, but he chose to acknowledge this adoration later.

"The truth is," Shining Armor continued once more, the words seeming heavy in his mouth, "I believe there may be an attempt on mine and Cadence's life on the way to the Landsmeet.

If nothing else was to come from this day, Shining Armor could at least end it knowing that he had finally managed to do the one thing that always seemed so impossible.

He had caught Quill off guard.

* * *

A feathered brow furrowed slightly, the eyes beneath studying the night outside through a grimy window. Speira hated it when Quill was like this. As open as he was with some things, his thoughts always remained little more than a mystery to her.

Speira stifled a yawn in the crook of her right leg and watched her mentor through lidded eyes. The day had been terribly long, and now that she had found the comfort of her own bed again, she feared that it might just consume her along with her weariness. Not even the raucous down below -and it sounded like the Speckled Gem was fit to burst- was enough to stave away the undenying weight of her eyelids.

"Something wrong, Papa?" Speira asked, blinking a few times. The sound of her voice was enough to keep her upright at least, but for how long?

Quill glanced at his daughter, saw her head bob and her eyes flicker, then smiled. "It's been quite the day for you, hasn't it, my dear? Your exercises this morning, then the trip to the castle this afternoon. I'm sorry I didn't notice sooner."

"I'm fine," she answered, almost defiantly, "Just a little tired. What's wrong, Papa?"

Quill chuckled. "Speira, my dear, you look ready to keel over. I've seen corpses with more life in them." Then, his features hardening, he added, "Now, lay yourself down and get some sleep. We can discuss things later."

The weight of the world seemed to accompany Quill's gaze, yet Speira held it with all the grace and poise that she had been taught. If it wasn't for the earlier triumph, when she had mustered the courage to request that Quill let her explore the crystal city, then maybe she would've have shrunk back into her sheets and slept.

Not now, however. Speira was feeling brave. So brave that she managed to rise up on four shaky legs and hop down to the floor. The day's exercises had finally started to take its toll, leaving the lean muscles of her legs cramped and sore, but she bore it as she crossed the room.

Quill eyed her, his expression unreadable. Speira came within a foot of where he sat before finding her own seat on the faded rug thrown between their beds.

Speira's eyes glittered rebelliously up at Quill. He had once seen that same look in a mirror not twenty years ago.

"There," she began, "Have any corpses ever picked themselves up from where they lay? Or moved across a room? Will you please tell me what's bothering you now, Papa?"

Though she hid it well, fear had robbed Speira of her next breath. Instead of thinking about the granny apple slowly rising up her throat, choking her, she funneled all of her focus into burrowing past the granite walls that were Quill's eyes. The irony of it all was that Quill wasn't even angered in the slightest. In fact, he was proud.

 _This is good. A warrior without the gale to nip the talon that feeds it from time to time is a poor, complacent thing, nothing more than a tool meant to be used then discarded. But Speira? No, she's surprising me more and more each day._

He had better be careful, though, least Speira's nips turn into toothy chomps. Quill gave her a small smile, then gestured for her to move closer.

"Alright, my dear, we'll hold counsel, but afterwards it's right to bed, no questions asked. Understand?" She nodded.

Though Speira's features continued to reveal nothing, her eyes remained an open window for Quill. Excitement glittered beneath those hazel curtains as she hopped up next to him. He lifted an arm so that she might situate herself beneath his chest, as she was apt to do. Though this was something customary mainly for Griffins and their hatchlings, the filly had taken to it from an early age.

Speira looked up at her mentor, her nose only a mere inch or so from Quill's chin, waiting for him to say something. The Griffin only stared out across the room for the time being, lost in his thoughts and his daughter's warmth. How thankful was he that Speira had decided to remove her wings before laying down. There were times when he wasn't so lucky.

Speira felt a slight tremor run along her body as Quill cleared his throat and began to speak.

"Tell me, my dear, did you notice anything peculiar about our meeting with the Prince? Perhaps about Shining Armor himself?"

Speira's nose began to wrinkle. What was this? Wasn't he supposed to be answering _her_ question? And now he's testing her yet again? The filly quickly overcame her agitation.

Quill wanted to make sure she hadn't let her mind wonder while she was in that palace of wonders. He knew very well what was amiss, but he wanted to make sure his student knew it too.

"I noticed he was tired," she said, then paused. "But that's not it, is it, Papa? Not entirely, anyways. Princes and Princesses are always tired. It was the bags under his eyes… as if he hadn't slept for nearly a week."

"You're on the right track, my dear, but you're still not quite there yet."

Speira's brow furrowed in frustration as she buried her face into the bed sheets, trying with all her might to summon forth the face of the handsome prince to her mind's eye.

She did her best to remember him, and Speckled Band too. It was the Corporal that had kept capturing her attention. He seemed too fidgety in his chair for Speira's liking, constantly readjusting himself every few minutes or so.

 _Then again, that could've been due to that heavy armor of his_ , she thought.

After a moment more of consideration, Speira lifted her face to Quill's once more. He had been watching her, the depths of his brown eyes illuminated by the glow of the bedside lamp.

"You think Prince Shining Armor isn't telling us something, don't you?"

"Think?" Quill repeated back, a touch of humor in his voice. "No, I do not think he's hiding something from us. I know he is."

"Should we be worried?"

"Nay. As deep as his adoration for me goes, I would think Shining Armor a fool if he were to trust us enough to tell _everything._ No, I'm guessing he had plenty of sense in keeping us ignorant."

"What, then?" Speira asked, almost waspishly. "What am I to notice, Papa?"

Quill didn't like the hint of impatience underlying in the filly's tone. It was to be expected - Speira was still just a filly after all. However, it was a weed that would surely blossom into recklessness should Quill not tend to it in time.

This was such a time.

As Quill spoke, a hint of winter had crept into his usually warm voice. Those eyes seemed to glisten like ice sickles.

"I think a certain someone is tired. I think that someone has let her talons get sharper than her senses."

Though Speira had no talons to account for, she understood him all the same. Shame burned at her cheeks. Quill regarded her a moment longer, noticing the slight shift of unease in her body- suddenly Quill's seemed to weigh down upon her like a boulder.

"I think I'm ready for bed," Speira said, her voice felt like a stone lodged in her throat. The curiosity that had burned within her only moments ago was snubbed out.

"Yes, I think you are," Quill agreed, some of that winter in his voice making way for spring. "We will continue this conversation later. When you've had time to sleep and I've had time to think, we will continue this little conversation of ours."

Speira wasted no time. She was out from under Quill and on her hooves in an instant. Without the weight of her armor, she felt as if she could've floated down as she jumped from the bed.

She had no more made it across the room when Quill's voice halted her.

"Wait one second, my dear." Speira glanced over her shoulder, one hoof raised to pull back her sheets. "There's a question I'd like you to ponder as you lay your head down -sleep on it, not think on it, as my grandfather used to say."

Speira had turned back around now. "Does this have to do what's really troubling you, Papa?"

Quill nodded. "Yes, it does. Now listen, and listen well, for this is all I will say for now. We've both seen what shadows lurk on those long, wintry roads leading north, and even south. We've fended off three stagecoaches this past month from bandits and the like. What's more, those are only accounting for the robberies _we've_ experienced.

"Those roads are dangerous, especially for noble folk. What's worse is that these rouges are starting to look a little less starved and a little less unequipped with each attack. Hell, a scholar unicorn was with them that last time!"

Quill glanced away for a second, trying to control the sudden rush thrumming in his heart. He wanted Speira to understand the coming question. No, he _needed_ her to.

"Now," he continuing, "Knowing this, what I'd ask you to ponder is this: why would Shining Armor choose to lead a caravan to Canterlot when it would not only be safer, but quicker for him to just travel by train? Especially if he really fears of an attempt on his life? He might say it's due to the large party that must accompany him, but I don't see it being any trouble for a prince to rent a train car or two for safer passage… that is what I'd like you to think upon my dear. We still have a day or so before we leave, so just think upon it. Tell me when you may, but before we leave."

Then, with a smile and a wink, Quill added, "Consider it one of our lessons."

Speira stared at her mentor for a long time without answering. Quill was pleased to see that her thoughts were unreadable, her sharp features revealing nothing to him.

Finally she said, "Yes, Papa."

Then, with a quick 'good night' she crawled back up into her bed. It would be sometime before Speira thoughts gave her reprieve from their troubled prattling. She couldn't shake the feeling that something was amiss in this whole ordeal. She saw it in Quill's face -maybe for no more than a second or two, but she saw it nonetheless.

Finally, probably an hour or so after Quill flicked the lamp on his night stand off, Speira managed sleep. It was thin and dreamless, but it was sleep.

* * *

Many ponies throughout the ages- a good deal of them Scholars from the school of magic- had commented on Celestia's choice to house her study in the highest spire of Canterlot's castle. One such pony, head mage Fairfax, had said that it was so that the princess may look down upon her subjects in the city far below.

One had to remember, however, that the School had existed as long as Equestria's ancient rulers -a certain few even arguing that the School was founded before the princesses. Through the centuries, a kind of rivalry had developed between the houses. Though there was never any real animosity between the two, it certainly left the door open for small pricks of gossip.

 _"Our ivory princess,"_ mage Fairfax had said to his young assistant upon a return trip from Canterlot. His face had contorted into an ugly frown as he spoke, as if he had been sucking on a cube of salt.

 _"She sits up there on that pedestal, wearing clouds like a pearl necklace as she sneers down at us all. Bah!"_

The mage's assistant smiled consolingly and nodded, understand that the princess had denied Fairfax's request for aid to remodel the School's library. The irony in all of Fairfax's tantrum is that fifty years after his passing his assistant lived to play with his grandchildren's children and that Princess Celestia is as healthy as she's always been.

Whatever Fairfax might've said about Celestia and her study, though, he was wrong. As Celestia sat in her favorite chair -a simple, hoof-carved thing commissioned from a carpenter still residing in Canterlot- and gazed out of the immense window of her study, she did smile. It wasn't the cold sneer of a monarch proud of her cunning and heritage. No, it was something warmer, something kinder. One might mistake her for a mother watching her children wrestle in the back yard instead of Equestria's eldest daughter.

Despite whatever the Scholars might have to say about her, Celestia loved her people. In that moment, with all of Canterlot lounging at her feet and the Equestrian countryside rolling away from her like a viridian ocean, that love swelled up in her heart 'till she feared it just might burst. The only other thing that matched Celestia's fierce love for her country was her vast weariness.

Though most of her troubles were fresh and new, decades weighed upon Celestia's bones and centuries upon her mind. However, despite this, Celestia was determined to persevere, just as she always had. Where a mountain might be flattened by the weight of the world, Celestia found strength.

 _Besides,_ she thought, that smile growing a touch morose, _I can't afford to show such weakness, not this close to the Landsmeet. Times are tough, and our people need to be reminded that their rulers have kept Equestria strong this long for a reason._

At that thought, her mind drifted to her sister. Her dear, dear sister. How quickly she had taken to the rising tide of problems these passing months. Locked away in her own study, working through the night and even into the late reaches of the morning. Rarely did they talk.

Celestia sighed and went on thinking her troubling thoughts for quite some time. Her diligence had bought her time enough to brood. Unfortunately for her, the window she gazed out did not face the south, so the flight of the balloon from Ponyville went completely went unbeknownst to her. Sure, she saw plenty of Pegasi, their royal armor shimmering in the sunlight, but not the balloon. Thus, the knock on her door and the arrival of Chasset came as a dear surprise to her.

The head maid poked her head in through a now cracked door, a few threads of her usually tame mane standing out on end. Chasset was flushed and her voice sounded winded.

"I'm quite sorry, Princess, I hope I didn't interrupt."

Celestia had turned at the sound of the opening door. That benevolent smile that had graced Canterlot like a setting sun now fell upon Chasset. The mare's winter heart always melting under that smile's warm rays.

"All is fine, Chasset," Celestia said reassuringly.

Chasset breathed a sigh of relief, but quickly found that sigh caught in her throat as Celestia spoke again.

"Now, tell me, what's got you so vexed today, my dear?"

"Urgghh…" Chasset glanced over her shoulder, then looked back to Celestia's. Her eyes seemed to roll madly in her sockets. "It seems that… Princess Twilight has arrived earlier than expected."

It was now Celestia's turn to be stunned.

"Is that so?" Celestia was struck dumb, her eyes had grown to dinner plates. _Well this is rather unexpected._

It only a moment later before that cool composure slipped back over her like a warm glove. The smile, which had dropped momentarily, returned. 'All was still well' that expression said. 'All is always well.'

"Really now? Why, what a wonderful surprise!" Chasset felt at ease to hear her princess's earnest jubilation. _What cool summer rain that voice of hers is,_ Chasset thought.

"I take it she is with you then?"

Shaken from her thoughts, Chasset nodded vigorously. A few more strands of mane sprung up like frayed wire.

Celestia beamed. "Good! Then by all means, send her in."

There was another nod from Chasset before her head disappeared. Celestia had only a second or two to gather herself. She couldn't let her beloved pupil read the fatigue and stress written on her face.

 _Reading is definitely something she excels at._ There was no small amusement with this thought.

The door, which had only been opened partway, was flung open. Instead of the sour face of Chasset, it was the booksmart mare that Celestia had come to love almost like a daughter. They both seemed to glow in one another's presence.

"Why, hello there, Twilight Sparkle. You're quite the early bird, just as usual."


	18. Chapter 18: Creature of the Night

Twilight Sparkle had plenty of time to think about the upcoming reunion with her teacher. Chasset wasn't exactly the talkative kind of pony, but Twilight was fine About it. As the two mares traveled corridor after corridor, staircase after staircase, questions whirled in Twilight's skull like fireflies, one could see them in the way her eyes glittered and shone.

So absorbed in thought was the young princess, that the ponies they passed completely slipped her notice, which may have been the best. For not only did she miss the primly dressed maids and armed guards walking the long hallways, but she also missed how each of them bowed to her as she passed. The gracious greeting of Skylord would've paled in comparison to such a display of respect.

The door Chasset and Twilight came to stop at was hardly different than any of the countless others they had passed on their way here. The only difference between the others and this one was that instead of an ivory colored wood, this one door was a bright yellow. Twilight knew what this meant, just as she knew what the dark blue door in the dungeon meant: they had reached Celestia's study.

The guard posted outside was a young, twiggy stallion. Twilight, who had now escaped her thoughts, felt a flush of heat as the stallion first regarded her with a look a reverence, than bowed so low that his helmet threatened to topple.

Twilight had to resist the urge to stop the soldier, to tell him there was no point in such absurd formalities on her account. Instead, she only sighed.

 _What's the use,_ she thought _, I'm getting the feeling that as long as I have these wings on my back and that crown back home, it's going to be the royal treatment forever._ She quailed at the thought.

"Princess Sparkle, what an honor it is," the soldier said, raising his head to meet her gaze. Though the smile he wore was innocent enough, his auburn eyes glittered with interest.

"How happy I am to have been put on sentry, if only to gaze upon such a radiant beauty."

Twilight barely had time to be embarrassed by such a remark before Chasset had time to fall upon the young stallion.

"First you make moves on my staff, now a princess! My my, what high standards you've grown, Harsh Wind!"

The soldier, a unicorn named Harsh Wind, suddenly felt his confidence stagger as Chasset's hateful gaze bore into him. It was as if she could wretch out Harsh Winds very soul if so pleased.

"M-Mistress Chasset, forgive me, I-I didn't see you there-"

"Oh? Perhaps that's because I'm not as _radiant_ as a princess, or a maid. Is that right?"

Harsh Wind didn't respond. His head dipped down, not daring to look up from the polished floor.

Chasset gave a small, self affirming nod. "That's right. You're commanding officer already threatened to strip you of your hide if you were to flirt with any of the staff again. Tell me, what were to happen if I were to tell him you made a pass at not only a princess of Equestria, but the very sister of the Captain, Shining Armor!"

Harsh Wind cringed, but managed to find his voice. "I was only giving Princes Sparkle a warm welcome and a deserved compliment. I meant no harm."

Chasset barked a short, mocking laugh that Twilight didn't much care for. "No harm, he says. Spare me, Corporal, for your _eyes_ told a different story. You looked like a foal who had just stumbled upon a shiny, new bit."

Harsh Wind didn't make any more replies after that, he simply did his best to steer clear of Chasset while still manning his station.

When Chasset turned back to Twilight, the young princess was disturbed to see how quickly the mare's demeanor had changed. _One minute she's as cool as a ice, the next she's as sour as a lemon. What a lovely mare you have as a head maid, Celestia,_ Twilight thought.

"Forgive me, your highness, but allow me to slip in and tell the Princess you're here." The wide, pleading smile she give Twilight made the princess's mane want to crawl right off her scalp.

"That's quite alright," Twilight assured her, "I understand Celestia has been rather busy lately. I wouldn't want to be a bother."

Chasset suddenly looked striken. Twilight hoped she hadn't offended the prudish mare.

"Oh no, please don't mistake my meaning, Princess. You would _never_ be a bother. I just suppose it's… um…"

As Chasset struggled to find her words, Harsh Wind dared to steal a glance. He couldn't help himself. Twilight could see the ghost of a smirk touch the stallion's lips. She supposed it was well warranted.

"Formal?" Twilight guessed.

Chasset's face lit up. "Yes! That is precisely right! Formal. Now, if you'll pardon me."

Harsh Wind quickly found the floor much more interesting as Chasset turned back to face the door.

Before reaching for the doorknob, the maid took a deep breath and tried in vain to fix her frying mane. With her confidence rekindled, Chasset took the plunge into Celestia's study.

As the door clicked shut behind her, the two ponies -soldier and princess- were left in a stifling silence. Twilight was suddenly awfully aware of Harsh Wind's presence. They shuffled awkwardly, neither quite wanting to meet the other in the eye. The embarrassment Chasset had spared Twilight from earlier now came crashing down upon her like a tidal wave.

Harsh Wind cleared his throat, giving poor Twilight an awful start. "Forgive me for my insolent tongue, Princess. Sometimes it just loses control of itself while in the presence of pretty mares."

To her merit, Twilight did her best to force back the heat creeping up from the base of her neck to her cheeks. "Do you really think it's wise to say such things? Especially with… well… you know."  
Twilight gave furtive glance to the sun blasted door. Harsh Wind followed her hoof, puzzled at first but turning back to her with a roguish grin. It seemed to brighten his face, highlighting those handsome features like lights on a Hearth's Warming tree.

"What? Old Miss Chasset? Nah, that old nanny's bark is worse than her bite. She likes to talk tall, so she does, but nothing ever comes from it."

The heat that had touched Twilight's cheeks and neck returned, this time creeping down to her very hooves. Her breath drew short and she feared that she might actually be on fire. _Shining Armor warned me about stallion's like this, whose smiles could melt steel beams and set a brick house a kindle. He they were as tricky as tar pits… and just as dangerous…, Twilight though._

Despite the alarms sounding off in her mind, Twilight allowed herself to be charmed by that smile.

"My, how brave you are," Twilight mused, and added, just as Harsh Winds began to swell, "And quite the 'tall talk' from yourself as well. You didn't seem as confident when she was in your face."

"Oh… well…" The soldier shuffled his hooves, his eyes shifting. "I just… thought it polite."

"Polite? What do you mean?"

"Well, I couldn't call myself a gentlecolt if I show up Celestia's head maid, _especially_ in front of another princess. Chasset does takes her job rather serious. Why, she would simply dieof embarrassment."

Twilight tried to stifle the giggle that bubbled up to her lips, but it was too late. Harsh Wind noticed it all the same.

"We are well met, Princess Twilight Sparkle." There was a tinge of pride in his voice, though, Twilight didn't know why.

"Are we?" Twilight asked. She thought for a moment, pondering the stallion's odd phrasing of words. She wanted to ask him where he was from, but she knew that Chasset would be coming through the door any minute.

 _I'm surprised she's been gone this long. I wonder what Celestia is saying to her…_

Instead, Twilight simply said, "Well, I think we are too. I haven't been back in Canterlot for more than half an hour, and already I've met some new, interesting faces."

Harsh Wind beamed, and it seemed that he was about to say something else when the door to Celestia's study opened with a click.

"Yes, Princess, I'll make the arrangements right away-" said Chasset. They saw her flank first as she backed out of the study, then her face as she swung around. For a moment, Twilight saw sincere gladness on the maid's face, as if she had peeked upon all of her wildest dream just on the other side of that door; Celestia always seemed to have that effect on ponies. However, that expression of bliss melted into a butter froth of discontent as she set eyes on Harsh Wind once more.

"You." The word fell like a stone from Chasset's mouth. Harsh Wind immediately found the ground quite interesting again.

"I hope you haven't been giving the poor princess anymore trouble. I'll have none of your flirtatious ways besmirching her honor."

Harsh Wind's mouth opened, perhaps to defend himself, but Twilight beat him to the punch.

"He's quite alright," Twilight assured her, trying her best to smile. "I assure, my honor is… unbesmirched. We've simply been talking about how things in Canterlot have changed since my last visit. Figured I'd better get reacquainted with the city if I'm going to be staying for so long."

Chasset glanced at Twilight skeptically. "Are you sure, Princess? There's no use testifying on this one's behalf. He's as wily as a coyote, and just as carnivorous… if you get my meaning."

Twilight wasn't sure she did, but she stuck by her word all the same. Chasset gave a short a nod.

"Well, if you're positive. Anyways, the Princess has said she is ready to receive you." Then, to Harsh Wind, she added, "And you are relieved of your post, soldier. Celestia said that you may return to the barracks or find you commanding officer if you still wish to remain on guard duty."

There was a glimmer of defiance in the stallion's eyes, as if he longed to remain right where he was. After a moment thought, he decided better; it would mean a lashing if he were to argue with Chasset… again.

Harsh Wind simply muttered a simple 'yes, ma'am' and trotted on. He made it a few paces down the corridor before pausing to look over his shoulder. Already the Princess and the maid were gone, entering Celestia's study. He had hoped -a fool's kind of hope, his mother would've called- that the pretty lavender colored princess had given him a finally glance to. A vain, stupid notion, but one that had gave him pause all the same.

Though he did not see the Princess look over her shoulder as he departed, thoughts of Harsh Wind would follow Twilight for the rest of the evening. Though the crotchety Chasset had all but gilded the stallion, Harsh Wind would've been overjoyed to learn that his first impression had been a good one.

* * *

Twilight barely registered Chasset's departure, or when the maid said she would be back shortly with the Princess's tea. She was held captive by the beaming face of her teacher. A flower, that willing captive of the sun, would have understood Twilight all too well.

"You seem well, Twilight," Celestia said at last. It felt as if eons were growing between them in that stricken silence, and yet the Princess had easily crossed them with just four words.

Shaking the cobwebs from her head, Twilight finally broke the hold her reverence had over her.

"I am very well, Princess, especially now that I have the walls of Canterlot over my head again."

"I'm happy to hear that. I bet it's quite the break from your work in Ponyville."

"Oh yes indeed! Ponyville has been so busy lately. The girls and I haven't had much time to ourselves. I know there's many things planned for the Landsmeet, but I'm sure we'll enjoy the time away from our work as if it really was a vacation." Twilight tittered a little at her statement, and Celestia acknowledged it with a smile of her own.

However…

Maybe it was just Twilight's imagination, but there was something amiss about that smile. It appeared strained in a way; there were far too many lines at the corners of her mouth, as if simply holding that tiny thing made Celestia's entire face want to sag.

 _No, you're seeing things. And even if there is something, it's probably just because she's tired. With a week till the Landsmeet, it must be quite the hustle for both princesses._

 _Both princesses…_

Even while in the presence of the one pony she had longed to see the most, Twilight's mind reluctantly drifted to the pony who had plagued her anxieties as of late. It was the _other_. The sister.

 _Luna…_

"Please, won't you have a seat, Twilight? I know you probably won't like to hear this, but the Landsmeet is old business for me. I'd much rather us talk about how things have been going in Ponyville, at least for the time being."

That strain was gone now. Celestia's face opened up with bright eyed curiosity. She had spent sun up to sundown in this damnable study, and now she craved something more than the smell of old books, the sight of papers stacked atop her desk, and the feeling of the worn cushion aching her bum. She longed to be free of those ivory walls, and to walk among those cobblestone roads once more. Celestia craved Ponyville.

"Well… okay…" Twilight hesitated, but found she was still all too eager to please her old mentor. She moved to the tiny chair facing the front of Celestia's desk. "I'm not sure how interesting you'll find it. Busy work galore and all that."

 _Oh, if only you knew, my dearest Twilight_. Celestia thought. _If only you had a clue. I'd rather discuss the Necrotic Equation with a necromancer than waste another brain cell on that blasted Landsmeet._

Celestia would never betray these thoughts, of course. Instead, she gave Twilight a knowing look and said, "I think you'd be quite surprised."

Once Twilight was nice and comfy in the guest chair, she took a deep breath and thought hard about the past few months. She had been riddled with guilt over the carnage wrought on by the battle with Terik those odd months ago. Ponyville had nearly been leveled in the bout.

However, that was then. The smouldering buildings and the ponies shifting through the ashes of their old lives was now a thing of the past. Twilight, lost in a current of thought, was struck by a sudden ruffle of movement to her right. There, Philomena stood proud atop a stack of books piled high in the corner of the room. In Twilight's excitement, she had completely missed the glorious Phoenix, now preening it's fiery plumage.

Seeing the magical bird with visions of a ruined Ponyville on her mind made Twilight became aware of just how far Ponyville had come. What was once kindling had pushed through the grim and ashes, flourishing like a bed of wild roses.

 _Flourished like a phoenix, you mean…_

Twilight smiled to herself. Celestia arched an eyebrow, but said nothing. She followed Twilight's gaze. Upon seeing Philomena, Celestia seemed to have read Twilight's mind. The smile upon Twilight's lips had moved to touch Celestia's as well.

With renewed enthusiasm, Twilight told her teacher of Ponyville's reconstruction.

* * *

Celestia found herself rather amazed at what her student had to say. She was reminded that time could still slip away from those with an unnatural abundance of it. Perhaps it moved even faster, she thought. Those with more to give had more to lose.

It had been before Tirek's attack that Celestia had visited the welcoming little hamlet. And here she had still been thinking of it as such, a rural town far enough from the city to have a rustic charm that remained untouched by the fast past city life, yet close enough to still feel modern. How times had changed.

With the help of the Elements of Harmony - as well as the entrepreneuring whims of Mayor Mare - Ponyville had expanded beyond its previous borders, it's numbers swelling with the passing of each month. Contractors, artisans, and even retired soldiers; all sorts of ponies were finding a place for themselves in Ponyville. Twilight and her friends had dealt with so many of these strangers, that their faces seemed to smear together in their mind's eyes.

"I'm curious," Celestia said after a long silence. Chasset had returned, this time carrying a tray holding a teapot, two cups, and a plate of cookies still warm from the oven.

The Princess continued to speak as the maid fussed over Twilight, insisting that she serve the younger mare herself. "Do you know where most of these ponies hail from? I had heard through whispers and rumors that Ponyville was flourishing, but I didn't know it was growing at this rate."

A frown creased Celestia's face, and for one heartbreaking moment it almost revealed the centuries of weariness that had seeped into her bones.

"...I guess you could say I've been quite the busy pony too."

With a surge of color from her horn, Twilight used her magic to take a teacup from Chasset's grasp. Though she brought it up to her lips, she did not drink just yet. Instead, she stared at the wisps of steam curling up from the brew like snake tails. It was better than seeing the desolation that had eclipsed her teacher's face.

"That's quite alright, Princess, if things have been difficult for us in Ponyville, I can't imagine what it's been like for you and Luna here." She paused a moment to blow on her cup.

"And I'm sorry, but I couldn't rightly tell you where they _all_ come from. Many I've dealt with said they were from Detrot, while few others said Manehattan. If you'd like to know more than that, you'd have to ask Mayor Mare. I'm sure she would know better."

"I think I'll do just that when all of this business with the Landsmeet is over and done. A visit to Ponyville is long overdue. Besides, I think getting out of Canterlot and breathing in the sweet country air will do this old mare some good. Heck, it would do Luna some good too."

Twilight broke into a wide, head splitting grin. It had felt like ages since Celestia last graced Ponyville with her presence. There was a silent squee of joy ringing in her head.

 _I can take her by that new Saddle Arabian restaurant on Brooks Street. Hmm. I'm sure it'll be nothing quite new to a worldly pony like Celestia, but it should still knock her socks-_

Twilight's train of thought derailed suddenly. The second half of what Celestia said finally clicked. Suddenly the Princess of Friendship was feeling a touch clammy, despite how cool the study really was. And was Twilight fidgeting now? Hadn't the seat been comfortable only a minute earlier.

"Um… Princess?"

Celestia took a sip from her own cup, it's ivory body almost mirroring that of Celestia's, and peered at Twilight over it's lip. "Hmm?"

She could've been commenting on the cup of tea.

Twilight glanced sideways, noticing Chasset in the far corner of the room. The maid was watching the two of them with shimmering eyes. When Twilight brought her attention back to Celestia, she felt a touch more composed.

"How has Luna been doing? Okay, I hope. I'd heard that she has been rather scarce around the castle, but you know how ponies like to talk." The teacup had began to revolve in a slow circle as Twilight spoke. It stopped, and now she took an attentive sip. The brew was strong and rich. A shiver of delight ran up Twilight's spine.

"Yes… scarce…" Celestia glanced at Chasset and gave her a polite nod. Chasset started, covering her mouth to mask the little squeak that nearly escaped her lips. Returning the nod, the maid went for the door and was gone in an instant. Celestia resumed once they were alone again.

"Many problems have arisen since we last saw one another, Twilight, as you well may know. Problems that have demanded nearly every ounce of mine and Luna's attention and time. I've done my best to juggle the weight of my responsibilities, as well as keep a public face." Celestia hesitated, then chuckled.

"With my absence from Ponyville, I'm sure you probably don't see it that way. I promise you, though, I've done my best to show the rest of Equestria that not only am I dealing with major issues, but am on top of them. With Luna… well… that's a bit of a different story."

Princess Celestia drained half of her cup, all the while favoring the canvass painted hanging on the far wall behind Twilight. It was a portrait of Luna.

 _Speak of the devil, and she'll hang from your wall,_ Celestia mused.

"She was never found of public appearances. Though she's been better after having met you and your friends, I can still sense some of that unease inside her. My sister is a doer, you see, not a speaker. Once the mounting responsibilities started to pile up, Luna found it easier to dive into it headfirst. That, Twilight, is my sister."

 _But if only it were true! If only I knew what Luna was really up to…_

Twilight shifted in her seat. Celestia could tell that something was bothering her old student, but decided not to press on the matter. Twilight had more than earned Celestia's trust. If she felt she needed help, Celestia was sure Twilight would come to her for it.

With a few well placed questions, Celestia was able to steer the conversation back to Ponyville. Her heart lusted to hear more of either the small housing units popping up around town, the restaurants serving foreign cuisine, or of the newly constructed Golden Oak library - this one was just a regular two story building, no where near as peculiar as its predecessor.

Once more, Student talked and Teacher listened. Hours could've passed and neither would have seemed to notice. Enthralled they were, Celestia with talk of Ponyville and Twilight with the expression of rapture on her teacher's face. Never before had she held someone's attention so strongly - most of the time when she prattled on, her friends would go glossy eyed instead of starry.

They probably could've went on till the vale of night fell if it wasn't for the interruption of a mighty chiming. Twilight jumped in her seat and twisted around to peer at the old grandfather hunched in the far corner. The clock's age was only matched by his height, his head rising to nearly touch the ceiling. The pendulum that quietly swung in his chest could've been the size of a guillotine.

 _First I forget about Philomena, and then the old father?_ Twilight scolding herself. _If they were snakes then they would've bitten you a thousand times by now._

"My my my," Celestia exclaimed. "Would you look at that. Can't believe it's nearly time."

"Time?" Twilight echoed. She glanced at the window. A dawning realization struck her upside the head like a mallet. Outside, the wide, blue skies had turned into bright gold.

"Oh… it's the afternoon…"

Celestia nodded.

"I should really be getting back to my friends," Twilight said suddenly. She rose and Celestia did the same.

"And I should be finding my sister. It is time for my day to end, and her night to begin."

A hint of warmth flowed into Twilight's cheeks. Every mention of the princess of the night made Twilight think about the package in her luggage. The book and the note.

"Will you give Luna my regards? I'd… I'd very much like to see her before the Landsmeet… if she has the time…"

Celestia had been pained to leave her student, but this brightened her a good deal. "I will, and I hope you will give my best to your friends as well. We'll see each other again soon, Twilight, but for now I wish for you to simply enjoy your time in Canterlot. You may find things rather… hectic when the Landsmeet commences."

"Thank you, Princess Celestia." Twilight now grinned, her heart fluttering at the thought of the coming week. "I'm very much looking forward to my time here."

Celestia smiled, but her spirit sank at Twilight's words.

 _I hope you still feel the same a week from now, my dearest Twilight. I hope you do._

* * *

Twilight descended upon Canterlot, swaddling it in sweet, unbroken dreams. This is how most nights were in Canterlot. Nary a single pony found restless sleep while under the watchful turrets of Canterlot.

As with anything, however, there were exceptions: a single light burning in the window at the tower of the scholars, a bed laid barren somewhere in the lower district - its owner was standing in the doorway of an empty bedroom, dreaming of the day her son returns from the far north. The most unexpected of these unfortunate few was that of Twilight Sparkle.

The young princess had thought the first night back in her old room would be a peaceful one, filled with nostalgia and fantasies of the coming week. It would be the first vacation she and her friends would have since before their confrontation with Terik.

 _"And boy howdy, do we deserve it,"_ Applejack had said with guffaw as the girls had readied themselves for Canterlot. Applejack wasn't one to complain, but she didn't need to. Everyone could see the circles ringing her eyes and the slight limp in one of her back legs - a wooden support had fallen on the poor girl during a barn raising a month prior, and the wound hadn't seemed to heal quite right.

And it wasn't just the hardworking farm pony who appeared worse for wear either. The dark circles were a trademark that each of the girls wore - except for the unnaturally energetic Pinkie Pie. It appeared that the pink party pony could make do with micro naps and large amounts of sugar alone.

Rarity had burned herself out multiple times in the time of Ponyville's reconstruction, the color of her magic draining into a sickly grey. Rainbow Dash's vitality had begun to fail her as cramps began to riddle her body during long hours on the weather patrol, and Fluttershy seemed to whittle away from sleep deprivation alone as injured and homeless animals from the destroyed habitat flocked to her cottage.

However, all that was to change once they were in Canterlot. They would take a week, nourish that fun-loving part of themselves that had become so malnourished as of late, then head into the Landsmeet with full hearts and smiling faces.

And yet, there was something amiss during this first night in Ponyville.

 _Why am I so restless? I'm tired to my very soul, so why can't I just sleep?_ Twilight churning like the sea between her sheets. The moon was pregnant tonight, and it gave birth to rays of light that almost could've given the sun a run for its money. The window to Twilight's bedroom was open, allowing these children of the night to peek in and illuminate her room with their gaze.

Twilight turned on one side and stared at the picture on her nightstand. The smiling faces of her parents shone back at her, showering Twilight with a love so depth, that the young mare might drown in it if she continued to look at them for too long. She turned again, this time facing the ceiling.

That thought returned again now, echoing from the roof of her skull and to the floor of her thoughts. _Why can't I just sleep?_

When she still found no answer, nor sleep either, she turned on her side one more time. It was now the moon she stared at, round and full against the canvass of the dreary sky. Not a cloud out tonight it seemed. A gust of wind sighed through the open window and jostled the curtains. There were other sounds fluttering around tonight. Most prominently was what came at the foot of Twilight's bed, where the unicorn could hear the faint snoring of a baby dragon. Just as the princess had taken up her old bed, Spike did the same with his wicker basket - it had pleased the both of them to see the old room kept just as they had left it.

A small, selfish part of Twilight wanted to wake her assistant and tell him about the ill thoughts plaguing her waking mind, for she now knew perfectly well what was keeping her awake. If only it was possible to sleep the worry away.

Twilight closed her eyes. How cruel the darkness beneath her lids were, to be so close yet to still deny her reprieve. After a time of staring into that abyss, an imagine began to form. It was faint at first, appearing more like the burn when one stared too long at a light bulb, but it solidified quickly.

Twilight's breath hitched in her throat as she saw Celestia's face. How clearly she saw her, those features cut from ivory stood out against the field black. How clearly she saw the distress buried beneath shimmering eyes and thin lips.

It was the face of a pony floundering beneath the weight of the world.

 _But the princess is fine_. This time the thought really did echoed. _There's no doubt she's stressed of course, but she on top it. She has to be. Celestia is… well, she's Celestia!_

A snort of laughter…

Twilight's eyes flew open at the sound and she was sitting upright in an instant. She glanced frantically to the right, seeing nothing but the coffee table and the book upon it. Even in the dark, the gemstones studded the books' cover to glimmered.

"Spike?" Twilight spoke low, afraid to jostle the silence. "Spike, did you hear that?"

The only response Twilight received was another soft snore. The young princess sighed. _I swear by the sun and moon, Spike could sleep through a tornado._ As Twilight next looked left, her jaw fell into a limp gape.

"Hello, Twilight Sparkle."

The moon had appeared quite big tonight, certainly more swollen than its usual girth. Yet, Twilight hadn't expected it big enough to hold a resting pony. And yet, now it did. Perched atop the milky globe was a mare cut from the same ebony cloth that swaddled the kingdom. Her coat was a teary blue, sparkling with starshine, and her mane an ethereal cloud crashing down about her shoulder in waves.

The mare on the moon appeared quite amused. "You appear perplexed. We suggest you not gape so, for the night air is warm and full of bugs. Would be most unkind if one was to find its way down your throat."

"M-My apologies!" Twilight's mouth closed quickly and with an audible click. She continued to stare for a moment longer, unsure if she should trust her eyes, when something dawned on her. "I'm… I'm asleep, aren't I?"

As the tiny smile on Luna's face grew, Twilight sighed in relief. "I _am_ asleep. Thank goodness! Thought for a moment that I might have been going insane."

"Nay, Twilight, you are sane." Luna tittered at this. "Or at least as sane as anypony else these days."

That laughter was refreshing, like a chilly rain on a scorching summer day. After a moment Twilight couldn't help but giggle herself, if anything at her own silliness. Then a thought occurred to her.

"Well, then I must have I finally fallen asleep," Twilight mused. Her relief slowly turning into speculation as she continued to stare at the mare on the moon. "But wait a second, why are you here?"

"Why, to greet you of course! It would be horribly improper to completely ignore our friend's arrival back into Canterlot."

Twilight couldn't help but find the princess's jovial air infectious. She laughed again. The Spike at the foot of her bed snorted loudly and rolled over in his basket.

Twilight had become a bundle of nerves and anxiety at the thought of meeting Luna. All of that was forgotten now as she rose from those scarlet sheets and crossed the room to the window. She reared up on her hind legs and propped herself up on the windowsill. Luna was so close now that Twilight might've been able to swipe at her with a wingtip.

"I mean, why are you _here_ , in my _dream_? You didn't have to trouble yourself with finding my dreams, did you? I was actually going to try and see you sometime tomorrow, either around sunrise or sunset."

Another warm titter. "On the contrary, it's no trouble at all. Just imagine this a brief visit as we make our way to the office. At least this way we needn't wake you."

"I appreciate that," Twilight said warmly. "It took a while for me to fall asleep."

Luna's smile curdled a touch with unease. "We noticed. Turning and churning like a wave, so you were… at least, that's what our mother would have said."

"Oh, yeah…" The younger princess turned her face away from the moon, hoping that the heat burning in her cheeks wouldn't show in the low-light. She had no doubt that Luna might sense her unease anyways. This was, after all, her domain.

"You saw that, huh?"

"Aye, we did." Luna sounded almost sorrowful. She shifted atop her perch, the luminescent globe suddenly becoming uncomfortable. "We understand you must be wary around us, Twilight Sparkle. On top of all the responsibilities inherited by your role, the message I sent months ago must have been even more... weighing…"

As Twilight dipped her face back into the cool waters of the moon, it was now Luna who needed to look away. Though her shame burned just a fiercely as Twilight's embarrassment, Luna bore her stripes and met the younger princess's gaze.

"But you must remember, there is always solace to be had within dreams. All you need to do is but ask. Even Starswirl, the stubborn old goat he was, needed aid in wrestling sleepless nights -though he rarely said so aloud."

Luna spoke her next words in a hush that neared a whisper. "It would pain us greatly to see the weeds of such a beautiful mind fester."

"I promise, I'm quite alright. There has been so much on my mind recently, but... I can honestly say that I'm started to feel at ease."

Twilight chuckled. "I think it's going to take a day or two before I get use to not having an issue in front of me to tackle, but I'm sure I'll adapt quick enough."

Luna appeared doubtful. There was something in the mare's voice that couldn't quite be convinced. However, she wouldn't press Twilight if she felt like keeping her own council. Not tonight anyways, there was way too much to be done.

"Just remember that you do not stand alone, Twilight Sparkle, but with ponies who think most highly of you. _Remember_."

"I will…"

Luna nodded primly, satisfied by the thoughtful expression upon Twilight's face. With the silence now between them, the mare on the moon drew in a breath and sighed.

"Our time draws to a close, sadly. There is quite a bit of business to tend to in the land of dreams. We look forward to meeting with you, either tomorrow or the day after."

Then, with that mischievous smile, she added, "And in person as well. There is _much_ we have to talk about."

The heat returned to Twilight's cheek. "You mean-" she threw a glance to the book resting on a table a half a room over, the book with the double edged sword on it's cover. "- _that_ , don't you?"

"Aye." Luna's eyes flooded with moonlight. "There are things at work all around us, dearest Twilight, and it's about time we became acquainted with it all. But in regards to _that,_ it's best that we wait a day or so more. At the current moment, there is no great rush. "

Twilight wasn't sure why, but tinkle of ice had traced it's way up her spine. Perhaps it was how Luna's eyes flickered with that pale light, or maybe it was the way her voice fell. It had become deep and… sultry? It reminded her of a rolling thunderhead before a mighty storm.

Twilight's mouth opened, as if to speak, but it was as if glancing at that book had wrought upon all the nervousness that had so needled at her excitement. Suddenly words failed poor Twilight.

Thankfully, Luna was never one for lengthy departures. She gave the younger mare a smile -the tender kind that contradicted her ominous tone- and spoke only once more.

"Pleasant dreams, Twilight Sparkle."

With those words, Twilight watched as the surface of the moon began to ripple. The young princess was reminded of the smooth face of a pond as a stone came crashing down upon it. A second later, the mare lounging atop the moon began to slowly sink into the milky globe.

Twilight gaped, utterly flabbergasted, and meant to cry out. Already half of the princess was gone, sunken into whatever depths lay within the moon. Luna gave a final wink just as the last of her was swallowed, her mane trailing after her momentarily before it too dipped out of sight.

There was no telling how long Twilight stood at her window, staring slack-jawed and cow eyed at the moon. She half expected Luna's head to peek out of the thing, grinning like a smug loon.

There was one last shiver before Twilight tore herself away from the window. Her legs felt wobbly for a moment and she feared that they might not hold her. They did, however. They held Twilight as she went to Spike and patted his head -even in her dreams, it warmed Twilight's heart to see him snoring and kicking like a tired puppy. Twilight's legs even held her as she jumped up onto her bed.

Twilight didn't even try crawling back between the comfort of her sheets. She felt just as restless now, in this dream, as she did in her waking body. Sitting and brooding, her gaze longed to drift over to the table where that damnable book, with it's just as damnable letter, lay. Never before had there existed a tome that invoked such disdain and unease in the book hungry Twilight Sparkle.

 _It's no use. Even if I wanted to read it, which I don't, it's not like I would be able to make any of it out while I'm here. More than likely I'll open the thing and find a jumbled mess of ink on the pages._

Not wanting to look at the book or look at the moon, Twilight did the only thing she could think of. She let her eyes flutter close. There were no images of Celestia this time, smiling with that awful forlornness that didn't quite shine through all the way, but instead it was her friends that Twilight saw. Memories of the massive dinner held for them after their arrival trickling into her mind.

Twilight had enough to wonder if one could dream within a dream before whatever magic Luna had to stabilize this dreamscape wore off. The inky darkness of her eyelids melted as her memories of last afternoon were painted over it. Suddenly the soft scent of lilac was replaced with the rich aromas of cooked food, and the disquieting silence broken by a hearty guffaw and ceaseless chatter.

Twilight was no longer seated upon her bed, but at the long table in the castle's dining hall. Before her was the generous spread that she had already eaten once, but would do so again now -and with great pleasure. To her left Spike dug into a plateful of exotic gems greedily, and to her right Rarity chattered jovially. Somewhere further down the table, Applejack rocked and roared with laughter as Rainbow Dash grinned devilishly at her. Pinkie Pie could be heard on the other end yammering a mile a minute, stopping only occasionally to stuff her face with whatever confectionery she had loaded onto her plate.

The dream passed as a pleasant haze. Twilight wouldn't be able to remember the conversations she shared, nor the taste of the food she ate. What she would remember, what would be fresh in her mind as she woke and prepared for the dawning day, would be the beaming faces of her friends and their ringing laughter.

Even Luna would be proud of such a lovely dream.


End file.
